Tactic Pharma Form 4 Monopar Therapeutics / Michael J Brown ownership change

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Tactic Pharma LLC

(Last)

(First)

(Middle)

C/O 1000 SKOKIE BLVD, STE 350

(Street)

WILMETTE

60091

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Monopar Therapeutics [ MNPR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2021

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common stock	02/11/2021⁽¹⁾		S		42,467	D	$13.3⁽³⁾	249,200	D⁽²⁾
Common stock	02/11/2021⁽¹⁾		S		24,224	D	$14.09⁽⁴⁾	224,976	D⁽²⁾
Common stock	02/11/2021⁽¹⁾		S		29,996	D	$15.12⁽⁵⁾	194,980	D⁽²⁾
Common stock	02/11/2021⁽¹⁾		S		16,384	D	$16.44⁽⁶⁾	178,596	D⁽²⁾
Common stock	02/11/2021⁽¹⁾		S		11,929	D	$16.9⁽⁷⁾	166,667	D⁽²⁾
Common stock								4,111,272.88	I⁽²⁾⁽⁸⁾	See Footnotes

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

Tactic Pharma LLC

(Last)

(First)

(Middle)

C/O 1000 SKOKIE BLVD, STE 350

(Street)

WILMETTE

60091

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Mazar Andrew Paul

(Last)

(First)

(Middle)

C/O 1000 SKOKIE BLVD, STE 350

(Street)

WILMETTE

60091

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Robinson Chandler

(Last)

(First)

(Middle)

C/O 1000 SKOKIE BLVD, STE 350

(Street)

WILMETTE

60091

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

O'Halloran Thomas V.

(Last)

(First)

(Middle)

C/O 1000 SKOKIE BLVD, STE 350

(Street)

WILMETTE

60091

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Brown Michael J

(Last)

(First)

(Middle)

C/O 1000 SKOKIE BLVD STE 350

(Street)

WILMETTE

60091

(City)

(State)

(Zip)

Explanation of Responses:

1. Trade made pursuant to a 10b5-1 plan executed on November 24, 2020.

2. This Form 4 is being filed on behalf of Tactic Pharma LLC, an Illinois limited liability company ("Tactic"), and its managers, Andrew P. Mazar, Chandler D. Robinson, Michael J. Brown, and Thomas V. O'Halloran (collectively, the "Reporting Persons"). The managers collectively have voting control over the securities described herein. The managers each disclaim ownership of the shares of common stock owned by Tactic, except to the extent of their pecuniary interest therein.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.66 to $13.65, inclusive. The reporting person undertakes to provide to Monopar Therapeutics Inc., any security holder of Monopar Therapeutics Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (3) through (7) to this Form 4.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.66 to $14.54, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $14.76 to $15.75, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.77 to $16.76, inclusive.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.77 to $17.01, inclusive.

8. Tactic shares voting and investment power over 4,111,272.88 of the shares of common stock held by TacticGem LLC.

	/s/ Kim R. Tsuchimoto, Attorney-in-fact	02/16/2021
	/s/ Kim R. Tsuchimoto, Attorney-in-fact	02/16/2021
	/s/Kim R. Tsuchimoto, Attorney-in-fact	02/16/2021
	/s/Kim R. Tsuchimoto, Attorney-in-fact	02/16/2021
	/s/ Kim R. Tsuchimoto, Attorney-in-fact	02/16/2021
	** 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 4 (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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Tactic Pharma Form 4Monopar Therapeutics / Michael J Brown ownership change