0001683168-21-003003.txt : 20210716 0001683168-21-003003.hdr.sgml : 20210716 20210716181916 ACCESSION NUMBER: 0001683168-21-003003 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210715 FILED AS OF DATE: 20210716 DATE AS OF CHANGE: 20210716 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BAFFI ROBERT CENTRAL INDEX KEY: 0001274826 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22182 FILM NUMBER: 211096478 MAIL ADDRESS: STREET 1: C/O BIOMARIN PHARMACEUTICAL INC. STREET 2: 105 DIGITAL DRIVE CITY: NOVATO STATE: CA ZIP: 94949 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Mosaic ImmunoEngineering Inc. CENTRAL INDEX KEY: 0000836564 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 841070278 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 19881 BROOKHURST STREET, C-245 CITY: HUNTINGTON BEACH STATE: CA ZIP: 92646 BUSINESS PHONE: 657-208-0890 MAIL ADDRESS: STREET 1: 19881 BROOKHURST STREET, C-245 CITY: HUNTINGTON BEACH STATE: CA ZIP: 92646 FORMER COMPANY: FORMER CONFORMED NAME: PATRIOT SCIENTIFIC CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: PATRIOT FINANCIAL CORP DATE OF NAME CHANGE: 19920521 3 1 ownership.xml X0206 3 2021-07-15 0 0000836564 Mosaic ImmunoEngineering Inc. CPMV 0001274826 BAFFI ROBERT 1537 SOUTH NOVATO BLVD, #5 NOVATO CA 94947 1 0 0 0 Restricted Stock Units 2022-07-15 Common Stock 51497 D Convertible Note see footnote 100000 D Each Restricted Stock Unit ("RSU") represents the contingent right to receive, upon vesting, one share of the Issuer's Common Stock, for no consideration. RSU's granted under the 2020 Mosaic ImmunoEngineering Omnibus Incentive Plan for non-employee Board compensation. RSUs will vest 100% on July 15, 2022, subject to the reporting person's continuous service to the Issuer on such vesting date. The Convertible Notes were issued on May 7, 2021 in exchange of $100,000 in proceeds to the Company; have no stated maturity date or expiration date; bear interest at a simple rate equal to eight percent (8.0%) per annum until converted; and automatically convert into the same equity securities offered in the Qualified Financing (see footnote 4 and 5) or at the option of the holder into the same equity securities offered in a Smaller Financing (see footnote 4 and 5). Upon a Qualified Financing or Smaller Financing (see footnote 5), the conversion price shall be equal to the lower of (i) the product equal to 80% times the lowest per unit purchase price of the equity securities issued for cash in the Qualified Financing or Smaller Financing (representing a 20% discount), or (ii) $2.377. A Qualified Financing represents a single transaction or series or transactions whereby the Company receives aggregate gross proceeds of at least $5 million from the sale of equity securities following the issuance date of the Convertible Note (excluding proceeds from the issuance of any future Convertible Notes). A Smaller Financing represents any sale of equity securities whereby the aggregate gross proceeds are less than $5 million (excluding proceeds from the issuance of any future Convertible Notes). Exhibit 24 - Power of Attorney /s/ Paul Lytle, as attorney-in-fact for Robert A. Baffi, Ph.D. 2021-07-16 EX-24 2 ex24.htm POWER OF ATTORNEY

Exhibit 24

 

POWER OF ATTORNEY

Reports required by Section 16(a) of the Securities Exchange Act of 1934

 

 

The undersigned hereby constitutes and appoints each of Steven King and Paul Lytle, or any of them signing singly, and with full power of substitution, the undersigned's true and lawful attorney-in-fact to:

 

1.prepare and execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC;

 

2.execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Mosaic ImmunoEngineering Inc, a Delaware corporation (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

 

3.do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and file any such Form or amendment with the SEC and any stock exchange or similar authority, including filing this power of attorney with the SEC; and

 

4.take any other action necessary in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this power of attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

 

This power of attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

IN WITNESS WHEREOF, the undersigned has caused this power of attorney to be executed as of this 15th day of July, 2021.

 

 

/s/ Robert A. Baffi                                      

Name: Robert A. Baffi, Ph.D.