SEC FORM 4

SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Chapman Christopher C JR

(Last)

(First)

(Middle)

1185 AVENUE OF THE AMERICAS, 3RD FLOOR

(Street)

NEW YORK,

10036

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MyMD Pharmaceuticals, Inc. [ MYMD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President, Chief Med. Officer

3. Date of Earliest Transaction (Month/Day/Year)
04/16/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/16/2021		A		96,475	A	⁽¹⁾	96,475	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$2.5913	04/16/2021		A		38,590		⁽³⁾	04/16/2023	Common Stock	38,590	⁽²⁾	38,590	D
Stock Option (Right to Buy)	$2.5913	04/16/2021		A		77,180		⁽³⁾	04/16/2023	Common Stock	77,180	⁽⁴⁾	77,180	D
Stock Option (Right to Buy)	$2.5913	04/16/2021		A		77,180		⁽³⁾	04/16/2023	Common Stock	77,180	⁽⁵⁾	77,180	D
Stock Option (Right to Buy)	$2.5913	04/16/2021		A		96,475		⁽³⁾	04/16/2023	Common Stock	96,475	⁽⁶⁾	96,475	D

Explanation of Responses:

1. Received in exchange for 250,000 shares of common stock of a private company formerly known as "MyMD Pharmaceuticals, Inc." (the "Former Entity") in connection with the merger of the Former Entity with and into a wholly owned subsidiary of the Issuer (the "Merger"). On the effective date of the Merger, the closing price of the Issuer's common stock was $4.94 per share.

2. Received in the Merger in exchange for a stock option to acquire 100,000 shares of common stock of the Former Entity at $1.00 per share.

3. These options are fully vested and exercisable.

4. Received in the Merger in exchange for a stock option to acquire 200,000 shares of common stock of the Former Entity at $1.00 per share.

5. Received in the Merger in exchange for a stock option to acquire 200,000 shares of common stock of the Former Entity at $1.00 per share.

6. Received in the Merger in exchange for a stock option to acquire 250,000 shares of common stock of the Former Entity at $1.00 per share.

	/s/ Chris Chapman	04/21/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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SEC Form 4: Chapman Christopher C JR was granted 96,475 units of Common Stock