PharmaCyte Biotech & MyMD Pharmaceuticals Ownership Update

TL;DR

**PharmaCyte Biotech (PMCB) & MyMD Pharmaceuticals (MYMD) ownership update filed 5/30. Check filings for details.**

AI Summary

PharmaCyte Biotech, Inc. filed an SC 13D on May 30, 2024, reporting a change in ownership. The filing indicates that "03 Life Sciences" is involved with both MyMD Pharmaceuticals, Inc. (formerly Akers Biosciences, Inc.) and PharmaCyte Biotech, Inc. (formerly Nuvilex, Inc.). The filing details the business addresses and former company names for both entities.

Why It Matters

This filing signals a potential shift in control or significant stake acquisition in PharmaCyte Biotech, Inc., which could impact its stock price and strategic direction.

Risk Assessment

Risk Level: medium — SC 13D filings often indicate significant stake-building or changes in control, which can lead to volatility and uncertainty for investors.

Key Players & Entities

• PharmaCyte Biotech, Inc. (company) — Subject Company
• MyMD Pharmaceuticals, Inc. (company) — Subject Company (formerly Akers Biosciences, Inc.)
• 03 Life Sciences (company) — Entity involved with both companies
• Akers Biosciences, Inc. (company) — Former name of MyMD Pharmaceuticals, Inc.
• Nuvilex, Inc. (company) — Former name of PharmaCyte Biotech, Inc.

FAQ

Key Financial Figures

• $0.001 — me of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securitie
• $7,000,000 — ange for consideration in the amount of $7,000,000. The information set forth in Item 4 is
• $1.816 — f Common Stock at a conversion price of $1.816 per share, (ii) warrants with a five-ye
• $2.253 — lculated assuming a conversion price of $2.253 per share. The Issuer’s ability t

Filing Documents

• pharm_sc13d.htm (SC 13D) — 49KB
• 0001683168-24-003883.txt ( ) — 51KB

Security and Issuer

Item 1. Security and Issuer. This Schedule 13D relates to the shares of common stock, par value $0.001 (“Common Stock”), of MyMD Pharmaceuticals, Inc. (the “Issuer”). The principal executive offices of the Issuer are located at 855 N. Wolfe Street, Suite 623, Baltimore, MD 21205. The Common Stock is listed on The Nasdaq Capital Market under the symbol “MYMD”.

Identity and Background

Item 2. Identity and Background. (a) This Schedule 13D is filed on behalf of PharmaCyte Biotech, Inc. (the “Reporting Person”). (b) The address of the principal business and principal office of the Reporting Person is PharmaCyte Biotech, Inc., 3960 Howard Hughes Parkway, Suite 500, Las Vegas, Nevada 89169. (c) The Reporting Person is a biotechnology company focused on developing cellular therapies for cancer, diabetes and malignant ascites based upon a proprietary cellulose-based live cell encapsulation technology. (d) During the last five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the last five years, the Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which such Reporting Person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) The Reporting Person is a Nevada corporation.

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration. The Reporting Person acquired the Securities (as defined below) in exchange for consideration in the amount of $7,000,000. The information set forth in Item 4 is incorporated by reference in its entirety into this Item 3.

Purpose of Transaction

Item 4. Purpose of Transaction. On May 20, 2024, the Reporting Person entered into a Securities Purchase Agreement (the “Purchase Agreement”) with the Issuer, pursuant to which it agreed to purchase from the Issuer (i) shares of the Issuer’s Series G Convertible Preferred Stock (the “Preferred Shares”), convertible into 3,854,626 shares of Common Stock at a conversion price of $1.816 per share, (ii) warrants with a five-year term to purchase up to 3,854,626 shares of Common Stock at an exercise price of $1.816 per share (the “Long-Term Warrants”) and (iii) warrants with an 18-month term to purchase up to 3,854,626 shares of Common Stock at an exercise price of $1.816 per share (the “Short-Term Warrants” and together with the Long-Term Warrants, the “Warrants”). The Preferred Shares and Warrants shall be referred to herein as the “Securities,” and the Reporting Person’s purchase thereof shall be referred to herein as the “Transaction.” Pursuant to the Purchase Agreement, the Reporting Person has the right to participate in future sales of the Issuer’s equity and equity-linked securities until the second anniversary of the closing of the Transaction or the date on which no Preferred Shares remain outstanding, whichever is earlier. Additionally, the Reporting Person has the right to nominate one individual to serve on the Issuer’s board of directors until the Reporting Person no longer beneficially owns 20% of the Common Stock on an as-converted basis. The Issuer also agreed to cooperate with the Reporting Person in connection with (i) establishing a 10b5-1 sales program for the Reporting Person’s shares of Common Stock and (ii) preparing pro forma financial 3 The Preferred Shares The terms of the Preferred Shares are as set forth in a certificate of designations (the “Certificate of Designations&

Interest in

Item 5. Interest in Securities of the Issuer. (a) and (b) See Items 7-13 of the cover pages and Item 2 above. (c) Except as described in Items 3 and 4 of this Schedule 13D, which descriptions are incorporated herein by reference, the Reporting Person has not effected any transactions in the Common Stock during the past 60 days. (d) No other person is known to the Reporting Person to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any securities covered by this Schedule 13D. (e) Not applicable.

Contracts, Arrangements, Understandings or Relationships

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. The information set forth in Item 4 is incorporated by reference in its entirety into this Item 3.

Material to be Filed as Exhibits

Item 7. Material to be Filed as Exhibits. Exhibit No. Description 1 Securities Purchase Agreement, dated May 20, by and among PharmaCyte Biotech, Inc. and MyMD Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.1 to the Reporting Person’s Current Report on Form 8-K filed on May 23, 2024). 2 Form of Certificate of Designations of Series G Convertible Preferred Stock of MyMD Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.2 to the Reporting Person’s Current Report on Form 8-K filed on May 23, 2024). 3 Form of Long-Term Warrant of MyMD Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.3 to the Reporting Person’s Current Report on Form 8-K filed on May 23, 2024). 4 Form of Short-Term Warrant of MyMD Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.4 to the Reporting Person’s Current Report on Form 8-K filed on May 23, 2024). 5 Registration Rights Agreement, dated May 20, by and among PharmaCyte Biotech, Inc. and MyMD Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.5 to the Reporting Person’s Current Report on Form 8-K filed on May 23, 2024). 5 SIGNATURE After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: May 30, 2024 PHARMACYTE BIOTECH, INC. By: /s/ Carlos Trujillo Name: Title: Carlos Trujillo Chief Financial Officer 6

View Full Filing

View this SC 13D filing on SEC EDGAR