10/27/2026 | Press release | Distributed by Public on 10/27/2026 16:49
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units(1) | (1) | 10/23/2026 | A | 928,639(2) | (2) | (3) | Common Stock | 928,639 | $ 0 | 928,639 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Toomey Mark Christopher CANTON STRATEGIC HOLDINGS, INC 1460 BROADWAY NEW YORK, NY 10036 |
President | |||
| /s/ Mark Christopher Toomey | 10/27/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock upon vesting, without payment of an exercise price. |
| (2) | Represents the time-based portion of a restricted stock unit award granted to the reporting person on October 23, 2026 under the Tharimmune, Inc. Amended and Restated 2023 Omnibus Equity Incentive Plan, as amended. Subject to the reporting person's continued employment through each vesting date, 25% of these restricted stock units vest on November 6, 2026, and the remaining 75% vest in twelve equal quarterly installments over the following 36 months. |
| (3) | The restricted stock units do not have an expiration date. Vested restricted stock units will be settled in shares of the Issuer's common stock. |