SCHEDULE 13D: Gravitas Capital LP and Executive Chairman Vincent LoPriore Disclose 14.83% Stake in Tharimmune, Inc.

Gravitas Capital LP and its managing member, Vincent S. LoPriore, who also serves as Tharimmune, Inc.'s Executive Chairman, have disclosed a combined beneficial ownership of 14.83% of the company's Common Stock, acquired for investment purposes.

Summary

• Gravitas Capital LP and Vincent S. LoPriore (collectively, the "Reporting Persons") have filed a Schedule 13D, disclosing their beneficial ownership in Tharimmune, Inc.
• The Reporting Persons collectively own 394,586 shares of Tharimmune, Inc.'s Common Stock, representing 14.83% of the class.
• The shares were acquired for investment purposes, utilizing $829,025.19 of working capital.
• Acquisitions included 104,586 shares purchased on December 5, 2024, at $2.1010 per share, and 290,000 shares acquired on April 30, 2025, through the exercise of pre-funded warrants at an exercise price of $0.001 per share.
• Vincent S. LoPriore is the Managing Member of Gravitas Capital Partners LLC, the general partner of Gravitas Capital LP, and also serves as the Executive Chairman of Tharimmune, Inc.

Sentiment

Score: 7

Explanation: The disclosure of a significant ownership stake by an investment firm and an insider (Executive Chairman) generally conveys a positive sentiment, indicating confidence and potential strategic interest in the company. The stated purpose is for investment, and there are no immediate negative plans disclosed.

Positives

• A significant ownership stake (14.83%) by an investment firm and an insider (Executive Chairman Vincent S. LoPriore) may signal confidence in the company's future prospects.
• The acquisition of shares, including the exercise of pre-funded warrants, demonstrates a direct financial commitment from a key stakeholder.

Risks

• The Reporting Persons may, from time to time, acquire or dispose of Common Stock of the Issuer, which could introduce volatility to the stock price.
• Future acquisitions or dispositions depend on various factors including price, business prospects, investment policies, market conditions, and tax considerations, introducing uncertainty.

Future Outlook

The Reporting Persons acquired the Common Stock for investment purposes and have no present plans or proposals for actions described in Item 4(a) through (j) of Schedule 13D. However, they continuously evaluate their investment and may, from time to time, acquire or dispose of shares. They may also engage in discussions with the Issuer, its representatives, and/or other stockholders, potentially seeking confidentiality agreements or discussing strategic alternatives or changes to the Issuer's operations.

Management Comments

• "The reporting persons have no present plans or proposals that relate to or would result in any of the actions described in Item 4(a) through (j) of Schedule 13D."
• "The reporting persons may evaluate on a continuing basis the investment in the Issuer and may, from time to time, acquire or dispose of Common Stock of the Issuer."
• "The Reporting Persons continuously evaluate the Issuer, including, but not limited to, its businesses, operations and prospects."
• "The Reporting Persons may engage in discussions with the Issuer and its representatives and/or other stockholders, seek to enter into a confidentiality agreement with the Issuer and/or discuss with the Issuer different strategic alternatives or changes to the Issuer's operations."

Industry Context

This Schedule 13D filing indicates a significant ownership stake by an investment firm and an insider in Tharimmune, Inc., a company operating in the pharmaceutical or biotechnology sector (implied by 'Tharimmune'). Such filings are common in industries where strategic investments and potential activist positions are taken, reflecting investor confidence or a desire for influence.

Legal Proceedings

• None of Gravitas Capital LP, Gravitas Capital Partners LLC, or Vincent S. LoPriore have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or a party to a civil proceeding where they were subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws during the past five years.

Related Party Transactions

• Vincent S. LoPriore is the Managing Member of Gravitas Capital Partners LLC, which is the General Partner to Gravitas Capital LP.
• Vincent S. LoPriore is the Executive Chairman of Tharimmune, Inc.
• Mr. LoPriore is a partner and licensed representative with President Street Global, LLC, a FINRA registered broker-dealer, which has acted as a placement agent to Tharimmune, Inc.

Stakeholder Impact

• Shareholders: The significant stake by an investment firm and an insider could be viewed positively, potentially increasing investor confidence and signaling strategic interest. However, future dispositions could create selling pressure.
• Management: The Reporting Persons' stated intent to potentially engage in discussions about strategic alternatives or operational changes could influence management's future decisions and strategic direction.

Next Steps

• The Reporting Persons may acquire or dispose of additional Common Stock of Tharimmune, Inc. in the future.
• The Reporting Persons may engage in discussions with Tharimmune, Inc. management and/or other stockholders.
• The Reporting Persons may seek to enter into a confidentiality agreement with Tharimmune, Inc.
• The Reporting Persons may discuss strategic alternatives or changes to Tharimmune, Inc.'s operations.

Key Dates

Recommendation

Keywords

Tharimmune Inc., Gravitas Capital LP, Vincent S. LoPriore, Schedule 13D, Beneficial Ownership, Common Stock, Investment, SEC Filing, Equity Stake, Pre-funded Warrants