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*
Chancellor Michael B
(Last) (First) (Middle)
C/O LIPELLA PHARMACEUTICALS INC.
7800 SUSQUEHANNA ST., SUITE 505
(Street)
PITTSBURGH PA 15208
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
12/19/2022 		3. Issuer Name and Ticker or Trading Symbol
LIPELLA PHARMACEUTICALS INC [ LIPO ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chief Medical Officer
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 709,780 D
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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options 10/14/2015 10/14/2025 Common Stock 80,000(1) $1.25 D
Stock Options 10/15/2015 10/15/2025 Common Stock 200,000(2) $1.25 D
Stock Options 10/12/2017 10/12/2027 Common Stock 100,000(3) $1.25 D
Stock Options (4) 03/31/2031 Common Stock 100,000(4) $5 D
Stock Options (5) 09/03/2031 Common Stock 160,000(5) $5 D
Explanation of Responses:
1. Number of shares of Common Stock beneficially owned consists of 80,000 shares of Common Stock issuable upon the exercise of stock options held by the Reporting Person, which are exercisable for shares of Common Stock at a price of $1.25 per share.
2. Number of shares of Common Stock beneficially owned consists of 200,000 shares of Common Stock issuable upon the exercise of stock options held by the Reporting Person, which are exercisable for shares of Common Stock at a price of $1.25 per share.
3. Number of shares of Common Stock beneficially owned consists of 100,000 shares of Common Stock issuable upon the exercise of stock options held by the Reporting Person, which are exercisable for shares of Common Stock at a price of $1.25 per share.
4. Number of shares of Common Stock beneficially owned consists of 100,000 shares of Common Stock issuable upon the exercise of stock options held by the Reporting Person, which are exercisable for shares of Common Stock at a price of $5.00 per share. The option became exercisable as to one-third of the shares on March 31, 2022, and will become exercisable as to one-third of the shares on March 31, 2023 and the remaining one-third of the shares on March 31, 2024.
5. Number of shares of Common Stock beneficially owned consists of 160,000 shares of Common Stock issuable upon the exercise of stock options held by the Reporting Person, which are exercisable for shares of Common Stock at a price of $5.00 per share. The option became exercisable as to one-third of the shares on September 3, 2022, and will become exercisable as to one-third of the shares on September 3, 2023 and the remaining one-third of the shares on September 3, 2024.
/s/ Michael B Chancellor 12/20/2022
** 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.
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.