Sec Form 4 Filing - MILBY RANDY @ Hillstream BioPharma Inc. - 2022-01-14

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 MILBY RANDY 2. Issuer Name and Ticker or Trading Symbol Hillstream BioPharma Inc. [ HILS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) C/O HILLSTREAM BIOPHARMA, INC., 1200 ROUTE 22 EAST, SUITE 2000 3. Date of Earliest Transaction (MM/DD/YY) 01/14/2022 (Street) BRIDGEWATER, NJ08807 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 01/14/2022 C 14,942 A $ 3.2 2,171,992 D Common Stock 01/14/2022 C 23,205 A $ 3.2 2,195,197 D Common Stock 01/14/2022 C 406 A $ 3.2 2,195,603 D Common Stock 01/14/2022 C 23,187 A $ 3.2 2,218,790 D Common Stock 01/14/2022 C 16,528 A $ 3.2 2,235,318 D Common Stock 01/14/2022 C 15,824 A $ 3.2 2,251,142 D Common Stock 01/14/2022 C 6,587 A $ 3.2 2,257,729 D Common Stock 01/14/2022 C 16,453 A $ 3.2 2,274,182 D Common Stock 01/14/2022 C 21,653 A $ 3.2 2,295,835 D Common Stock 01/14/2022 C 13,111 A $ 3.2 2,308,946 D Common Stock 01/14/2022 C 24,541 A $ 3.2 2,333,487 D Common Stock 01/14/2022 C 19,613 A $ 3.2 2,353,100 D Common Stock 01/14/2022 C 22,327 A $ 3.2 2,375,427 D Common Stock 01/14/2022 C 24,425 A $ 3.2 2,399,852 D Common Stock 01/14/2022 C 17,872 A $ 3.2 2,417,724 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 Convertible Note $ 3.2 01/14/2022 C ( 1 ) ( 1 ) Common stock 14,942 $ 0 0 D Convertible Note $ 3.2 01/14/2022 C ( 2 ) ( 2 ) Common stock 23,205 $ 0 0 D Convertible Note $ 3.2 01/14/2022 C ( 3 ) ( 3 ) Common stock 406 $ 0 0 D Convertible Note $ 3.2 01/14/2022 C ( 4 ) ( 4 ) Common stock 23,187 $ 0 0 D Convertible Note $ 3.2 01/14/2022 C ( 5 ) ( 5 ) Common stock 16,528 $ 0 0 D Convertible Note $ 3.2 01/14/2022 C ( 6 ) ( 6 ) Common stock 15,824 $ 0 0 D Convertible Note $ 3.2 01/14/2022 C ( 7 ) ( 7 ) Common stock 6,587 $ 0 0 D Convertible Note $ 3.2 01/14/2022 C ( 8 ) ( 8 ) Common stock 16,453 $ 0 0 D Convertible Note $ 3.2 01/14/2022 C ( 9 ) ( 9 ) Common stock 21,653 $ 0 0 D Convertible Note $ 3.2 01/14/2022 C ( 10 ) ( 10 ) Common stock 13,111 $ 0 0 D Convertible Note $ 3.2 01/14/2022 C ( 11 ) ( 11 ) Common stock 24,541 $ 0 0 D Convertible Note $ 3.2 01/14/2022 C ( 12 ) ( 12 ) Common stock 19,613 $ 0 0 D Convertible Note $ 3.2 01/14/2022 C ( 13 ) ( 13 ) Common stock 22,327 $ 0 0 D Convertible Note $ 3.2 01/14/2022 C ( 14 ) ( 14 ) Common stock 24,425 $ 0 0 D Convertible Note $ 3.2 01/14/2022 C ( 15 ) ( 15 ) Common stock 17,872 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other MILBY RANDY C/O HILLSTREAM BIOPHARMA, INC. 1200 ROUTE 22 EAST, SUITE 2000 BRIDGEWATER, NJ08807 X Chief Executive Officer Signatures /s/ Randy Milby 01/20/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On October 14, 2020, the Registrant issued the Reporting Person a $45,000 note which matures on the earlier of (i) October 14, 2022 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon automatically converts into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. Pursuant to the terms of the note, because the Registrant's initial public offering qualified as a Next Equity Financing, the note automatically converted into shares of the Registrant's common stock. ( 2 )On October 27, 2020, the Registrant issued the Reporting Person notes in the aggregate principal amount of $70,000. The notes mature on the earlier of (i) October 27, 2022 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the notes together with accrued interest thereon automatically converts into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. Pursuant to the terms of the note, because the Registrant's initial public offering qualified as a Next Equity Financing, the note automatically converted into shares of the Registrant's common stock. ( 3 )On November 1, 2020, the Registrant issued the Reporting Person a $1,225.37 note which matures on the earlier of (i) November 1, 2022 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon automatically converts into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. Pursuant to the terms of the note, because the Registrant's initial public offering qualified as a Next Equity Financing, the note automatically converted into shares of the Registrant's common stock. ( 4 )On November 2, 2020, the Registrant issued the Reporting Person a $70,000 note which matures on the earlier of (i) November 2, 2022 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon automatically converts into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. Pursuant to the terms of the note, because the Registrant's initial public offering qualified as a Next Equity Financing, the note automatically converted into shares of the Registrant's common stock. ( 5 )On November 18, 2020, the Registrant issued the Reporting Person a $50,000 note which matures on the earlier of (i) November 18, 2022 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon automatically converts into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. Pursuant to the terms of the note, because the Registrant's initial public offering qualified as a Next Equity Financing, the note automatically converted into shares of the Registrant's common stock. ( 6 )On December 9, 2020, the Registrant issued the Reporting Person a $48,000 note which matures on the earlier of (i) December 9, 2023 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon automatically converts into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. Pursuant to the terms of the note, because the Registrant's initial public offering qualified as a Next Equity Financing, the note automatically converted into shares of the Registrant's common stock. ( 7 )On December 16, 2020, the Registrant issued the Reporting Person a $20,000 note which matures on the earlier of (i) December 16, 2023 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon automatically converts into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. Pursuant to the terms of the note, because the Registrant's initial public offering qualified as a Next Equity Financing, the note automatically converted into shares of the Registrant's common stock. ( 8 )On December 23, 2020, the Registrant issued the Reporting Person a $50,000 note which matures on the earlier of (i) December 23, 2023 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon automatically converts into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. Pursuant to the terms of the note, because the Registrant's initial public offering qualified as a Next Equity Financing, the note automatically converted into shares of the Registrant's common stock. ( 9 )On January 15, 2021, the Registrant issued the Reporting Person a $66,000 note which matures on the earlier of (i) January 15, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon automatically converts into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. Pursuant to the terms of the note, because the Registrant's initial public offering qualified as a Next Equity Financing, the note automatically converted into shares of the Registrant's common stock. ( 10 )On January 22, 2021, the Registrant issued the Reporting Person a $40,000 note which matures on the earlier of (i) January 22, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon automatically converts into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. Pursuant to the terms of the note, because the Registrant's initial public offering qualified as a Next Equity Financing, the note automatically converted into shares of the Registrant's common stock. ( 11 )On February 4, 2021, the Registrant issued the Reporting Person a $75,000 note which matures on the earlier of (i) February 4, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon automatically converts into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. Pursuant to the terms of the note, because the Registrant's initial public offering qualified as a Next Equity Financing, the note automatically converted into shares of the Registrant's common stock. ( 12 )On February 12, 2021, the Registrant issued the Reporting Person a $60,000 note which matures on the earlier of (i) February 12, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon automatically converts into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. Pursuant to the terms of the note, because the Registrant's initial public offering qualified as a Next Equity Financing, the note automatically converted into shares of the Registrant's common stock. ( 13 )On March 3, 2021, the Registrant issued the Reporting Person notes in the aggregate principal amount of $68,476.50. The notes mature on the earlier of (i) March 3, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the notes together with accrued interest thereon automatically converts into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. Pursuant to the terms of the note, because the Registrant's initial public offering qualified as a Next Equity Financing, the note automatically converted into shares of the Registrant's common stock. ( 14 )On March 12, 2021, the Registrant issued the Reporting Person a $75,000 note which matures on the earlier of (i) March 12, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon automatically converts into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. Pursuant to the terms of the note, because the Registrant's initial public offering qualified as a Next Equity Financing, the note automatically converted into shares of the Registrant's common stock. ( 15 )On March 29, 2021, the Registrant issued the Reporting Person a $55,000 note which matures on the earlier of (i) March 29, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon automatically converts into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. Pursuant to the terms of the note, because the Registrant's initial public offering qualified as a Next Equity Financing, the note automatically converted into shares of the Registrant's common stock.

Remarks: This is the second of the Form 4s.

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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