Sec Form 4 Filing - GRUENER GARRETT @ NANOMIX Corp - 2021-06-25

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person GRUENER GARRETT 2. Issuer Name and Ticker or Trading Symbol NANOMIX Corp [ NNMX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O NANOMIX CORP.,, 2121 WILLIAMS STREET 3. Date of Earliest Transaction (MM/DD/YY) 06/25/2021 (Street) SAN LEANDRO, CA94577 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price Common Stock 03/02/2022 C 25,160,338 A 25,160,338 D Common Stock 08/18/2022 P 32 A $ 0.57 25,160,370 D Common Stock 08/19/2022 P 2,968 A $ 0.4 25,163,306 D Common Stock 08/22/2022 P 1,500 A $ 0.36 25,174,838 D Common Stock 08/22/2022 P 11,500 A $ 0.4 25,176,338 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Senior Secured Convertible Promissory Note $ 0.0119 06/25/2021 J( 1 ) 06/25/2021 06/25/2023 Common Stock 134,771,261 $ 1,603,778 $ 1,603,778 D Common Stock Purchase Warrants $ 0.0119 06/25/2021 J( 1 ) 134,771,261( 1 ) 06/25/2021 06/25/2026 Common Stock 134,771,261 ( 1 ) 134,771,261 D Senior Secured Convertible Promissory Note $ 0.0119 02/28/2022 P( 2 ) 02/28/2022 02/28/2024 Common Stock 37,348,235 $ 444,444 $ 2,048,222 D Common Stock Purchase Warrants $ 0.0119 02/28/2022 P( 2 ) 37,348,235( 2 ) 02/28/2022 02/28/2027 Common Stock 37,348,235 ( 2 ) 172,119,496 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other GRUENER GARRETT C/O NANOMIX CORP., 2121 WILLIAMS STREET SAN LEANDRO, CA94577 X X Signatures /s/ Garrett Gruener 09/21/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On June 25, 2021, Reporting Person exchanged a promissory note in the principal amount of $1,603,778 for (i) a senior secured convertible note for an aggregate principal amount of $1,603,778 (the "June 2021 Note") and (ii) a warrant to purchase 134,771,261 shares of the Issuer's common stock (the "June 2021 Warrant"). The June 2021 Note matures on June 25, 2023. The June 2021 Note is convertible at any time into shares of the Issuer's common stock equal to $0.0119 (the "Conversion Price"). The June 2021 Warrant is exercisable at any time into shares of common stock equal to $0.0119 (the "Exercise Price"). On March 2, 2022, the Conversion Price and Exercise Price were adjusted to $2.0587 upon consummation of the Issuer's previously announced reverse split. The Conversion Price and Exercise Price were again amended to $1.1717 in March 2022. At any time during any Event of Default, the Conversion Price in effect may be equal to the Alternative Conversion Price (as defined in the Note). ( 2 )On February 28, 2022, Reporting Person was issued (i) a senior secured convertible note of the Issuer for an aggregate principal amount of $444,444 (the "February 2022 Note") and (ii) a warrant to purchase 37,348,235 shares of the Issuer's common stock (the "February 2022 Warrant") for an aggregate purchase price of $400,000. The February 2022 Note matures on February 28, 2024. The February 2022 Note is convertible at any time into shares of the Issuer's common stock at the Conversion Price. The June 2021 Warrant is exercisable at any time into shares of the Issuer's common stock at the Exercise Price. On March 2, 2022, the Conversion Price and Exercise Price were adjusted to $2.0587 upon consummation of the Issuer's previously announced reverse split. The Conversion Price and Exercise Price were again amended to $1.1717 in March 2022. At any time during the continuance of any Event of Default, the Conversion Price in effect may be equal to the Alternative Conversion Price. ( 3 )On March 2, 2022, the Reporting Person's Series C Preferred Stock automatically converted into an aggregate of 25,160,338 shares of the Issuer's common stock upon consummation of the Issuer's previously announced reverse stock split.

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