Tharimmune Inc SEC Filings

Tharimmune, Inc. (THAR) filed a Form 3 initial statement of beneficial ownership. The reporting person is an officer serving as President, and the filing indicates no securities are beneficially owned as of the event date 11/06/2025.

This is a routine insider disclosure filed by one reporting person and does not reflect any purchases, sales, or holdings. The signature line is by Mark Toomey.

Tharimmune, Inc. appointed Sireesh Appajosyula as interim Chief Financial Officer. The Board made the appointment on November 7, 2025, with the interim term set not to extend beyond December 31, 2025. The company stated that Mr. Appajosyula’s previously disclosed employment agreement with Tharimmune remains in effect. This is a leadership continuity move while the company finalizes its longer‑term finance leadership plans.

Tharimmune, Inc. entered an at-the-market Sales Agreement to sell shares of common stock with an aggregate offering price of up to $64,910,161 under its existing Form S-3 shelf. Clear Street LLC and President Street Global LLC will act as sales agents.

The company filed a prospectus supplement on November 6, 2025. Sales may occur from time to time via at-the-market transactions, negotiated deals, or block trades, and neither party is obligated to sell; the program can be suspended or terminated upon notice. The agents will receive commissions of up to 3.00% of aggregate gross proceeds, and Tharimmune agreed to reimburse up to $75,000 of certain legal expenses, plus ongoing legal costs. The company also announced, via press release, the closing of a private placement.

Tharimmune, Inc. filed a prospectus supplement to launch an at‑the‑market program to sell up to $64,910,161 of common stock through Clear Street LLC and President Street Global. The Sales Agents will use commercially reasonable efforts and may execute negotiated or Rule 415(a)(4) “at the market offerings,” with compensation of up to 3.0% of gross proceeds.

The company plans to use net proceeds primarily to acquire, hold and stake Canton Coin, operate validators on the Canton Network, and for working capital and general corporate purposes, including potential acquisitions or investments. Tharimmune’s common stock trades on Nasdaq as THAR; the last reported price was $3.99 on November 5, 2025. Shares outstanding were 34,933,919 as of November 6, 2025.

The filing follows a recently closed private placement that issued pre‑funded warrants and generated approximately $545 million in gross proceeds, with most of those proceeds allocated to a digital asset treasury strategy centered on Canton Coin.

Tharimmune, Inc. closed private placements of common stock and pre-funded warrants, issuing 25,966,048 shares and 151,456,115 pre-funded warrants at $3.075 per share (pre-funded at $3.075 less $0.0001), raising approximately $545 million in gross proceeds.

The company plans to use proceeds to establish its Canton Coin treasury and fund operations. Purchasers agreed to lock-ups until a resale registration statement is declared effective. Tharimmune will also issue Strategic Advisor Warrants equal to 5.00% of fully diluted common stock at a $0.001 exercise price.

Leadership changes accompanied the financing: Mark Wendland was appointed Chief Executive Officer and director, and Mark Toomey became President. Two directors, Nancy Davis and Sanam Parikh, resigned, stating no disagreements. Former CEO Sireesh Appajosyula will lead subsidiary Gravitas Life Sciences. Employment agreements include base salaries of $500,000 and defined bonus/severance terms, plus potential RSU grants of 1.0% (Wendland) and 0.9% (Toomey) following the PIPE closing.

Tharimmune (THAR) reported an insider equity award. A director and COO received a stock option grant for 5,000 derivative securities on 11/03/2025 with an exercise price of $3.075 per share. The option is first exercisable on 11/03/2025 and expires on 11/03/2035.

Following the reported transaction, the insider beneficially owned 55,000 derivative securities. The filing lists the ownership form as direct and records the transaction code as an acquisition.

Tharimmune, Inc. (THAR) reported insider activity on a Form 4. Director James Liddy received a stock option grant for 5,000 derivative securities on 11/03/2025 at an exercise price of $3.075 per share. The options are exercisable on 11/03/2025 and expire on 11/03/2035, covering underlying Common Stock (5,000 shares). Following this transaction, Liddy beneficially owns 55,000 derivative securities. The ownership form is reported as Direct (D).

Tharimmune (THAR) insider Vincent LoPriore filed a Form 4 reporting a grant of 90,000 stock options at an exercise price of $3.075 on 11/03/2025. The options are exercisable on 11/03/2025 and expire on 11/03/2035.

Following the transaction, LoPriore beneficially owned 190,000 derivative securities, held directly. He is listed as Executive Chairman, Director, and a 10% Owner.

Tharimmune (THAR) reported a director stock option grant. On 11/03/2025, a stock option for 5,000 shares was acquired at an exercise price of $3.075. The option is exercisable on 11/03/2025 and expires on 11/03/2035.

Following the transaction, 55,000 derivative securities were beneficially owned, held directly. The grant price of the derivative security was listed as $0.