SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Williams Caroline C

(Last)

(First)

(Middle)

1185 AVENUE OF THE AMERICAS, 3RD FLOOR

(Street)

NEW YORK

10036

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/16/2021

3. Issuer Name and Ticker or Trading Symbol
MyMD Pharmaceuticals, Inc. [ MYMD ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	1,272,972⁽¹⁾	D
Common Stock	2,471,479⁽¹⁾	I	The Starwood Trust⁽²⁾
Common Stock	1,272,972⁽¹⁾	I	Caroline Constance Williams 2021 Irrevocable Trust⁽³⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (Right to Buy)	⁽⁴⁾	04/16/2023	Common Stock	1,275,731	⁽⁵⁾	I	The Starwood Trust⁽²⁾

Explanation of Responses:

1. Received in exchange for shares of a private company formerly known as "MyMD Pharmaceuticals, Inc." (the "Former Entity") in connection with the merger of the Former Entity with a wholly owned subsidiary of the Issuer (the "Merger"). On the effective date of the Merger, the closing price of the Issuer's common stock was $4.94 per share (after giving effect to a reverse stock split on April 19, 2021).

2. The reporting person is a trustee of the trust and a beneficiary of the trust. The reporting person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest therein.

3. The reporting person is a beneficiary of the trust but not a trustee. The reporting person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest therein.

4. These options are fully vested and exercisable.

5. Received in the Merger in exchange for a stock option to acquire shares of the Former Entity at $1.00 per share.

	/s/ Caroline C. Williams	04/26/2021
	** Signature of Reporting Person	Date
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 5 (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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