Sec Form 4 Filing - Yanez Michelle @ MIRA PHARMACEUTICALS, INC. - 2024-03-26

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 Yanez Michelle 2. Issuer Name and Ticker or Trading Symbol MIRA PHARMACEUTICALS, INC. [ MIRA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Financial Officer (Last) (First) (Middle) C/O MIRA PHARMACEUTICALS, INC., 1200 BRICKELL AVENUE, SUITE 1950 #1183 3. Date of Earliest Transaction (MM/DD/YY) 03/26/2024 (Street) MIAMI, FL33131 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

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 Incentive Stock Option (right to buy) $ 1.15 ( 1 ) 03/26/2024 A 150,000 ( 2 ) 03/26/2034 Common Stock 150,000 $ 0 57,799 ( 3 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Yanez Michelle C/O MIRA PHARMACEUTICALS, INC. 1200 BRICKELL AVENUE, SUITE 1950 #1183 MIAMI, FL33131 Chief Financial Officer Signatures /s/ Michelle Yanez 03/27/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The exercise price of the stock options issued to the Reporting Person is equal to the closing price of the Issuer's common stock on March 26, 2024. ( 2 )The options were granted under the Issuer's 2022 Amended and Restated Omnibus Incentive Plan (the "Plan") whereby 50% of such incentive options, or 75,000 options, will vest on the six month anniversary of the of the grant, or September 26, 2024, and the remaining 50% will vest on the first anniversary of the grant date, March 26, 2025. ( 3 )Represents (i) 3,334 stock options that were issued to the Reporting Person under the Plan that became exercisable on June 15, 2022 at an exercise price of $5.00 (ii) 3,333 stock options that were issued to the Reporting Person under the Plan that became exercise on June 15, 2023 at an exercise price of $5.00 each, (iii) 15,566 stock options were issued to the Reporting Person on April 28, 2023, pursuant to a grant under the Issuer's Plan which vested in full on April 28, 2024 at an exercise price of $6.50 each, (iv) 15,566 stock options were issued to the Reporting Person on April 28, 2023, pursuant to a grant under the Issuer's Plan which will vest in full on April 28, 2024 at an exercise price of $6.50 each (v) 20,000 stock options were issued to the Reporting Person on August 17, 2023, pursuant to a grant under the Issuer's Plan which vested in full on August 17, 2023 at an exercise price of $6.50 each.

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).

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