Sandeep Laumas - Jan 11, 2022 Form 3 Insider Report for Hillstream BioPharma Inc. (HILS)

Role: 10%+ Owner
Signature: /s/ Sandeep Laumas
Stock symbol: HILS
Transactions as of: Jan 11, 2022
Transactions value $: $0
Form type: 3
Date filed: 1/11/2022, 08:50 PM
Previous filing: Jul 12, 2021
Next filing: Jan 20, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	HILS	Common stock						636K	Jan 11, 2022	See Footnote	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	HILS	Convertible Note							Jan 11, 2022	Common stock			Direct	F2
holding	HILS	Convertible Note							Jan 11, 2022	Common stock			Direct	F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Sandeep Laumas is the Managing Member of Bearing Circle Capital LLC and in such capacity has the right to vote and dispose of the securities held by such entity.
F2	On May 10, 2021, the Registrant issued the Reporting Person a $60,000 note which matures on the earlier of (i) May 10, 2024 and (ii) the closing of the Next Equity Financing. The note shall automatically convert into the type of Equity Securities issued in the Next Equity Financing and shall be equal to the quotient obtained by dividing the outstanding amount of the note by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million. "Next Equity Financing" means the next sale (or series of related sales) by the Registrant of its Equity Securities pursuant to which the Registrant receives gross proceeds of not less than $7.5 million (inclusive of the aggregate amount of debt securities converted into Equity Securities upon conversion or cancellation of notes). "Equity Securities" means, subject to certain exceptions, the Registrant's common stock and common stock equivalents.
F3	On August 4, 2021, the Registrant issued the Reporting Person a Subordinated Convertible Promissory Note (the "August Note") in the principal amount of $40,000. The August Note matures upon the earlier of (i) August 4, 2024 and (ii) the closing of the Next Equity Financing. The principal amount of the August Note together with accrued interest thereon shall automatically convert into the type of Equity Securities issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the August Note shall be equal to the quotient obtained by dividing the outstanding principal amount of the August Note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million.