0001213900-20-015494.txt : 20200623 0001213900-20-015494.hdr.sgml : 20200623 20200622174655 ACCESSION NUMBER: 0001213900-20-015494 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 4 FILED AS OF DATE: 20200623 DATE AS OF CHANGE: 20200622 GROUP MEMBERS: DAVID S. SILBERSTEIN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Lantern Pharma Inc. CENTRAL INDEX KEY: 0001763950 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 463973463 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-91536 FILM NUMBER: 20979769 BUSINESS ADDRESS: STREET 1: 1920 MCKINNEY AVENUE STREET 2: 7TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 972-277-1136 MAIL ADDRESS: STREET 1: 1920 MCKINNEY AVENUE STREET 2: 7TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 FORMER COMPANY: FORMER CONFORMED NAME: Lantern Pharma DATE OF NAME CHANGE: 20190108 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BIOLOGICAL MIMETICS INC CENTRAL INDEX KEY: 0001052423 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 8584 VALLRYDRIVE CITY: MIDDLETOWN STATE: MD ZIP: 21769 BUSINESS PHONE: 3013714593 SC 13D 1 ea123292-13dsilbers_lantern.htm SCHEDULE 13D

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No.__ )

LANTERN PHARMA INC.

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

51654W 101

(CUSIP Number)

David S. Silberstein

Biological Mimetics, Inc.

124 Byte Drive

Frederick, Maryland 21702

(301) 471 0201

(Name, Address and Telephone Number of Person Authorized to

Receive Notices and Communications)

June 15, 2020

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §§ 240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 51654W 101

1.	Names of Reporting Persons Biological Mimetics, Inc. I.R.S. Identification Nos. of above persons (entities only). 52-1968961
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) PF
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) N/A
6.	Citizenship or Place of Organization United States of America

Number of Shares Beneficially by Owned by Each Reporting Person With	7.	Sole Voting Power 1,044,000*
	8.	Shared Voting Power 0
	9.	Sole Dispositive Power 1,044,000
	10.	Shared Dispositive Power 0

11.	Aggregate Amount Beneficially Owned by Each Reporting Person
12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13.	Percent of Class Represented by Amount in Row (11) 16.8%**
14.	Type of Reporting Person (See Instructions) CO

Represents 1,044,000 (after taking into effect of a 1.74 for 1 forward stock split effective June 11, 2020) shares of Common Stock acquired in a private placement from the Issuer.

Based on 6,217,577 shares of common stock outstanding as of June 15, 2020.

CUSIP No. 51654W 101

1.	Names of Reporting Persons David S. Silberstein I.R.S. Identification Nos. of above persons (entities only).
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) PF
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) N/A
6.	Citizenship or Place of Organization United States

Number of Shares Beneficially by Owned by Each Reporting Person With	7.	Sole Voting Power 14,231⁽¹⁾
	8.	Shared Voting Power 1,058,231⁽²⁾
	9.	Sole Dispositive Power 14,231
	10.	Shared Dispositive Power 1,058,231⁽²⁾

11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,058,231
12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13.	Percent of Class Represented by Amount in Row (11) 17.0%*
14.	Type of Reporting Person (See Instructions)

⁽¹⁾

Represents (i) previously issued options to purchase 5,096 shares (after giving effect of 1.74 for 1 forward stock split) of Common Stock at $1.03 per share and (ii) options to purchase 9,135 shares of Common Stock at $15.00 per share effective as of June 15, 2020.

⁽²⁾

Includes 1,044,000 (after giving effect of 1.74 for 1 forward stock split) shares of Common Stock owned by Biological Mimetics, Inc. of which Dr. Silberstein is a director and may be deemed to have voting and dispositive power over such shares.

⁽³⁾

Based on 6,217,577 shares outstanding as of June 15, 2020.

SCHEDULE 13D

Item 1. Security and Issuer

This statement on Schedule 13D (this “Statement”) relates to the common stock, with $0.0001 par value (the “Common Stock”), of Lantern Pharma Inc., a Delaware corporation (“Issuer”). The Issuer’s principal executive offices are located at Lantern Pharma Inc., 1920 McKinney Avenue, 7th Floor, Dallas, Texas 75201.

Item 2. Identity and Background

This statement is being filed by Biological Mimetics, Inc. (“BMI”) and Dr. David S. Silberstein, a director of the Issuer and director of BMI. BMI and Dr. Silberstein are collectively referred to as the “Reporting Person”:

BMI.

(a)

BMI is a corporation organized under the laws of the Maryland to commercialize innovative pharmaceutical products.

(b)

The principal office for BMI is located at 124 Byte Drive, Frederick, Maryland 21702.

(c)

Within the last five years, BMI has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(d)

During the last five years, BMI has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction, which as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, United States federal or state securities laws or finding any violation with respect to such laws.

Dr. David S. Silberstein.

Dr. Silberstein is a director of the Issuer. Dr. Silberstein is also a director of BMI. As a result, Dr. Silberstein may be deemed to have voting power over the shares held by BMI.

(a)

Dr. David S. Silberstein, an individual.

(b)

Dr. Silberstein’s business address is c/o Biological Mimetics, Inc., 124 Byte Drive Frederick, Maryland 21702.

(c)

Dr. Silberstein’s present principal occupation is the director of the Issuer, and is also a director of BMI.

(d)

Within the last five years, Dr. Silberstein has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e)

During the last five years, Dr. Silberstein has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction, which as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, United States federal or state securities laws or finding any violation with respect to such laws.

(f)

Dr. Silberstein is a citizen of the United States of America.

Item 3. Source and Amount of Funds or Other Consideration

BMI acquired beneficial ownership of 1,044,000 shares of the Issuer’s common stock in a private placement with private funds.

Dr. Silberstein received options to purchase (i) 5,096 shares of Common Stock at $1.03 per share; and (ii) 9,135 shares of Common Stock at $15.00 per share pursuant to equity grants by the Issuer for his services as a director to the Issuer.

Item 4. Purpose of the Transaction

The purpose of the Issuer’s equity grant transactions to Dr. Silberstein was for the Issuer to incentivize Dr. Silberstein to serve as a director of the Issuer and to align the Dr. Silberstein’s interests with the interests of the Issuer’s stockholders. The shares of the Issuer’s Common Stock held directly by BMI were acquired for investment purposes.

The Reporting Persons currently has no plans or proposals which relate to or would result in:

(a)

The acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer;

(b)

An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer;

(c)

A sale or transfer of a material amount of assets of the Issuer;

(d)

Any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;

(e)

Any material change in the present capitalization or dividend policy of the Issuer;

(f)

Any other material change in the Issuer’s business or corporate structure including, but not limited to, if the Issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by Section 13 of the Investment Company Act of 1940;

(g)

Changes in the Issuer’s charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person;

(h)

Causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;

(i)

A class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934, as amended, or

(j)

Any action similar to any of those enumerated above.

The Reporting Persons reserve the right to acquire additional securities of the Issuer in the open market, in privately negotiated transactions, in additional grants from the Issuer, or otherwise, to dispose of all or a portion of the Common Stock and/or other securities reported in this Statement, or to change his intention with respect to any or all of the matters set forth in (a) through (j) above or in Item 4 of Schedule 13D.

Item 5. Interest in Securities of the Issuer

(a)

The Reporting Persons are deemed to beneficially own an aggregate of 1,058,231 shares of Common Stock, which constitutes 17.0% ownership of the outstanding class of Shares, determined in accordance with Rule 13d-3(d)(1). The percentage calculation is based upon 6,217,577 shares of Common Stock outstanding as of June 15, 2020.

(b)

The following table sets forth the number of Shares as to which the Reporting Persons have (i) the sole power to vote or direct the vote, (ii) shared power to vote or to direct the vote, (iii) sole power to dispose or to direct the disposition, or (iv) shared power to dispose or to direct disposition:

Reporting

Person

Sole

Voting

Power

Shared

Voting

Power*

Sole

Dispositive

Power

Shared Dispositive Power*

BMI

1,044,000

Dr. Silberstein*

14,231

1,058,231

14,231

1,058,231

Dr. Silberstein is a director of the Issuer and director of BMI. As such, Dr. Silberstein is deemed to be the beneficial owner of all of the outstanding shares held by BMI.

(c)

Except as set forth herein, none of the Reporting Persons have effected any transactions in the Shares during the last 60 days.

(d)

No other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of, the Shares beneficially owned by any of the Reporting Persons.

(e)

Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

The information set forth, or incorporated by reference, in Items 3 through 5 of this statement is hereby incorporated by reference in this Item 6.

In connection with the IPO, the Reporting Persons have entered into a standard lock-up agreement (the “Lock-up Agreement”), pursuant to which they agreed, subject to certain exceptions, not to sell, transfer or otherwise convey any of the Issuer’s securities held by them for six months following the date of the underwriting agreement for the IPO. The description of the Lock-up Agreement included in this Schedule 13D does not purport to be a complete description and is qualified in its entirety by reference to the full text of the agreement, which is filed as part of this Schedule 13D as Exhibits 1 and 2 incorporated by reference herein.

Item 7. Materials to be Filed as Exhibits

Exhibit 1 –	Lock-Up Agreement, Biological Mimetics, Inc. dated May 14, 2020
Exhibit 2 –	Lock-Up Agreement, David Silberstein dated May 15, 2020
Exhibit 3 –	Joint Filing Agreement

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

	Biological Mimetics, Inc.,
	A Maryland, corporation

	By:	/s/ David S. Silberstein
	Title:	Director
	Date:	June 22, 2020

	David S. Silberstein

	/s/ David S. Silberstein
	David S. Silberstein, an individual
	Date: June 22, 2020

EX-1 2 ea123292ex99-1_lantern.htm LOCK-UP AGREEMENT, BIOLOGICAL MIMETICS, INC. DATED MAY 14, 2020

EXHIBIT 1

LOCK-UP AGREEMENT, BMI

DATED MAY 14, 2020

Lock-Up Agreement

May 14, 2020

ThinkEquity

A Division of Fordham Financial Management, Inc.

17 State Street, 22^nd Floor

New York, NY 10004

As Representative of the several Underwriters named on Schedule 1 to the Underwriting Agreement referenced below

Ladies and Gentlemen:

The undersigned understands that ThinkEquity, a Division of Fordham Financial Management, Inc. (the “Representative”), proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Lantern Pharma Inc. a Delaware corporation (the “Company”), providing for the initial public offering (the “Public Offering”) of shares of common stock, par value $0. 0001 per share, of the Company (the “Common Shares”).

To induce the Representative to continue its efforts in connection with the Public Offering, the undersigned hereby agrees that, without the prior written consent of the Representative, the undersigned will not, during the period commencing on the date hereof and ending six months after the date of the Underwriting Agreement relating to the Public Offering (the “Lock-Up Period”), (1) offer, pledge, sell, contract to sell, grant, lend, or otherwise transfer or dispose of, directly or indirectly, any Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares, whether now owned or hereafter acquired by the undersigned or with respect to which the undersigned has or hereafter acquires the power of disposition (collectively, the “Lock-Up Securities”); (2) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the Lock-Up Securities, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of Lock-Up Securities, in cash or otherwise; (3) make any demand for or exercise any right with respect to the registration of any Lock-Up Securities; or (4) publicly disclose the intention to make any offer, sale, pledge or disposition, or to enter into any transaction, swap, hedge or other arrangement relating to any Lock-Up Securities. Notwithstanding the foregoing, and subject to the conditions below, the undersigned may transfer Lock-Up Securities without the prior written consent of the Representative in connection with (a) transactions relating to Lock-Up Securities acquired in open market transactions after the completion of the Public Offering; provided that no filing under Section 13 or Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or other public announcement shall be required or shall be voluntarily made in connection with subsequent sales of Lock-Up Securities acquired in such open market transactions; (b) transfers of Lock-Up Securities as a bona fide gift, by will or intestacy or to a family member or trust for the benefit of the undersigned or a family member (for purposes of this lock-up agreement, “family member” means any relationship by blood, marriage or adoption, not more remote than first cousin); (c) transfers of Lock-Up Securities to a charity or educational institution; (d) if the undersigned is a corporation, partnership, limited liability company or other business entity, (i) any transfers of Lock-Up Securities to another corporation, partnership or other business entity that controls, is controlled by or is under common control with the undersigned or (ii) distributions of Lock-Up Securities to members, partners, stockholders, subsidiaries or affiliates (as defined in Rule 405 promulgated under the Securities Act of 1933, as amended) of the undersigned; (e) if the undersigned is a trust, to a trustee or beneficiary of the trust; provided that in the case of any transfer pursuant to the foregoing clauses (b), (c) (d) or (e), (i) any such transfer shall not involve a disposition for value, (ii) each transferee shall sign and deliver to the Representative a lock-up agreement substantially in the form of this lock-up agreement and (iii) no filing under Section 13 or Section 16(a) of the Exchange Act or other public announcement shall be required or shall be voluntarily made; (f) the receipt by the undersigned from the Company of Common Shares upon the vesting of restricted stock awards or stock units or upon the exercise of options to purchase the Company’s Common Shares issued under an equity incentive plan of the Company or an employment arrangement described in the Pricing Prospectus (as defined in the Underwriting Agreement) (the “Plan Shares”) or the transfer of Common Shares or any securities convertible into Common Shares to the Company upon a vesting event of the Company’s securities or upon the exercise of options to purchase the Company’s securities, in each case on a “cashless” or “net exercise” basis or to cover tax obligations of the undersigned in connection with such vesting or exercise, but only to the extent such right expires during the Lock-up Period, provided that no filing under Section 13 or Section 16(a) of the Exchange Act or other public announcement shall be required or shall be voluntarily made within 90 days after the date of the Underwriting Agreement, and after such 90^th day, if the undersigned is required to file a report under Section 13 or Section 16(a) of the Exchange Act reporting a reduction in beneficial ownership of Common Shares during the Lock-Up Period, the undersigned shall include a statement in such schedule or report to the effect that the purpose of such transfer was to cover tax withholding obligations of the undersigned or pursuant to a “cashless” or “net exercise” by the undersigned in connection with such vesting or exercise and, provided further, that the Plan Shares shall be subject to the terms of this lock-up agreement; (g) the transfer of Lock-Up Securities pursuant to agreements described in the Pricing Prospectus under which the Company has the option to repurchase such securities or a right of first refusal with respect to the transfer of such securities, provided that if the undersigned is required to file a report under Section 13 or Section 16(a) of the Exchange Act reporting a reduction in beneficial ownership of Common Shares during the Lock-Up Period, the undersigned shall include a statement in such schedule or report describing the purpose of the transaction; (h) the establishment of a trading plan pursuant to Rule 10b5-1 under the Exchange Act for the transfer of Lock-Up Securities, provided that (i) such plan does not provide for the transfer of Lock-Up Securities during the Lock-Up Period and (ii) to the extent a public announcement or filing under the Exchange Act, if any, is required of or voluntarily made by or on behalf of the undersigned or the Company regarding the establishment of such plan, such public announcement or filing shall include a statement to the effect that no transfer of Lock-Up Securities may be made under such plan during the Lock-Up Period; (i) the transfer of Lock-Up Securities that occurs by operation of law, such as pursuant to a qualified domestic order or in connection with a divorce settlement, provided that the transferee agrees to sign and deliver a lock-up agreement substantially in the form of this lock-up agreement for the balance of the Lock-Up Period, and provided further, that any filing under Section 13 or Section 16(a) of the Exchange Act that is required to be made during the Lock-Up Period as a result of such transfer shall include a statement that such transfer has occurred by operation of law; and (j) the transfer of Lock-Up Securities pursuant to a bona fide third party tender offer, merger, consolidation or other similar transaction made to all holders of the Common Shares involving a change of control (as defined below) of the Company after the closing of the Public Offering and approved by the Company’s board of directors; provided that in the event that the tender offer, merger, consolidation or other such transaction is not completed, the Lock-Up Securities owned by the undersigned shall remain subject to the restrictions contained in this lock-up agreement. For purposes of clause (j) above, “change of control” shall mean the consummation of any bona fide third party tender offer, merger, amalgamation, consolidation or other similar transaction the result of which is that any “person” (as defined in Section 13(d)(3) of the Exchange Act), or group of persons, becomes the beneficial owner (as defined in Rules 13d-3 and 13d-5 of the Exchange Act) of a majority of total voting power of the voting stock of the Company. The undersigned also agrees and consents to the entry of stop transfer instructions with the Company’s transfer agent and registrar against the transfer of the undersigned’s Lock-Up Securities except in compliance with this lock-up agreement.

The undersigned agrees that, prior to engaging in any transaction or taking any other action that is subject to the terms of this lock-up agreement during the period from the date hereof to and including the 34^th day following the expiration of the Lock-Up Period, the undersigned will give notice thereof to the Company and will not consummate any such transaction or take any such action unless it has received written confirmation from the Company that the Lock-Up Period has expired.

If the undersigned is an officer or director of the Company, (i) the undersigned agrees that the foregoing restrictions shall be equally applicable to any issuer-directed or “friends and family” Common Shares that the undersigned may purchase in the Public Offering; (ii) the Representative agrees that, at least three (3) business days before the effective date of any release or waiver of the foregoing restrictions in connection with a transfer of Lock-Up Securities, the Representative will notify the Company of the impending release or waiver; and (iii) the Company has agreed in the Underwriting Agreement to announce the impending release or waiver by press release through a major news service at least two (2) business days before the effective date of the release or waiver. Any release or waiver granted by the Representative hereunder to any such officer or director shall only be effective two (2) business days after the publication date of such press release. The provisions of this paragraph will not apply if (a) the release or waiver is effected solely to permit a transfer of Lock-Up Securities not for consideration and (b) the transferee has agreed in writing to be bound by the same terms described in this lock-up agreement to the extent and for the duration that such terms remain in effect at the time of such transfer.

No provision in this lock-up agreement shall be deemed to restrict or prohibit the exercise, exchange, or conversion by the undersigned of any securities exercisable or exchangeable for or convertible into Common Shares, as applicable; provided, that, the undersigned does not transfer Common Shares acquired on such exercise, exchange, or conversion during the Lock-Up Period, unless otherwise permitted pursuant to the terms of this lock-up agreement.

The undersigned understands that the Company and the Representative are relying upon this lock-up agreement in proceeding toward consummation of the Public Offering. The undersigned further understands that this lock-up agreement is irrevocable and shall be binding upon the undersigned’s heirs, legal representatives, successors and assigns.

The undersigned understands that, if the Underwriting Agreement is not executed by August 31, 2020, or if the Underwriting Agreement (other than the provisions thereof which survive termination) shall terminate or be terminated prior to payment for and delivery of the Common Shares to be sold thereunder, then this lock-up agreement shall be void and of no further force or effect.

Whether or not the Public Offering actually occurs depends on a number of factors, including market conditions. Any Public Offering will only be made pursuant to an Underwriting Agreement, the terms of which are subject to negotiation between the Company and the Representative.

	Very truly yours,

	Biological Mimetics, Inc.

	/s/ Gregory J. Tobin
	(Signature)

	Gregory J. Tobin
	(Name of Signatory, in the case of entities - Please Print)

	President and CEO
	(Title of Signatory, in the case of entities - Please Print)

	Address:	124 Byte Dr
		Frederick, MD 21702

	Common Shares:			600,000

	Series A Preferred Stock:			0

	Options:			0

	Warrant Shares:			0

EX-2 3 ea123292ex99-2_lantern.htm LOCK-UP AGREEMENT, DAVID SILBERSTEIN DATED MAY 15, 2020

EXHIBIT 2

LOCK-UP AGREEMENT, DAVID S. SILBERSTEIN

DATED MAY 15, 2020

Lock-Up Agreement

May 15, 2020

ThinkEquity

A Division of Fordham Financial Management, Inc.

17 State Street, 22^nd Floor

New York, NY 10004

As Representative of the several Underwriters named on Schedule 1 to the Underwriting Agreement referenced below

Ladies and Gentlemen:

	Very truly yours,

	David Silberstein

	David S. Silberstein
	(Name - Please Print)

	/s/ David S. Silberstein
	(Signature)


	(Name of Signatory, in the case of entities - Please Print)


	(Title of Signatory, in the case of entities - Please Print)

	Address:	5310 Old Middletown Rd
		Jefferson, MD 21755-8408

	Common Shares:			0

	Series A Preferred Stock:			0

	Options:			2,929

	Warrants:			0

EX-3 4 ea123292ex99-3_lantern.htm JOINT FILING AGREEMENT

EXHIBIT 3

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him, her or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the other, except to the extent that he, she or it knows or has reason to believe that such information is not accurate. The undersigned each expressly authorize each other to file any and all amendments to such statement on their behalf. The undersigned agree that this joint filing agreement may be signed in counterparts.

	Biological Memetics, Inc.
	a Maryland company

	/s/ David S. Silberstein
	Name: David S. Silberstein
	Title: Director

	Date: June 22, 2020

	David S. Silberstein

	/s/ David Silberstein
	David S. Silberstein, an individual

	Date: June 22, 2020