Statement of Changes in Beneficial Ownership (4)
May 24 2019 - 4:29PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB Number:
3235-0287
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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
*
Stewart Robert B Jr
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2. Issuer Name
and
Ticker or Trading Symbol
Super League Gaming, Inc.
[
SLGG
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
C/O SUPER LEAGUE GAMING, INC., 2906 COLORADO AVE.
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3. Date of Earliest Transaction
(MM/DD/YYYY)
5/22/2019
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(Street)
SANTA MONICA, CA 90404
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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5/22/2019
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P
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500
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A
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$8.2408
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6955
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D
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Common Stock
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104170
(1)
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I
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By the Robert B. Stewart, Jr. Separate Property Trust U/A/D 11/10/08
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Common Stock
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133334
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I
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By the Robert Stewart, Jr. ROTH IRA
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Stock Option
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$0.30
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(2)
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10/16/2024
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Common Stock
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33334
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33334
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D
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Common Stock Purchase Warrant
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$10.80
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7/1/2017
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6/15/2022
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Common Stock
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1334
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1334
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D
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Common Stock Purchase Warrant
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$10.80
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7/1/2017
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6/15/2022
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Common Stock
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32000
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32000
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D
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Common Stock Purchase Warrant
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$9.35
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5/28/2018
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5/28/2023
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Common Stock
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10843
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10843
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D
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Common Stock Purchase Warrant
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$10.80
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3/30/2018
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3/30/2023
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Common Stock
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1852
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1852
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I
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By the Robert B. Stewart Sole and Separate Property Trust
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Explanation of Responses:
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(1)
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Includes 11,578 shares issued to the Robert B. Stewart, Jr. Separate Property Trust U/A/D 11/10/08 (the "Stewart Trust") upon conversion of 9.00% Secured Convertible Promissory Notes (the "Notes") previously issued to the Stewart Trust. The outstanding principal and all accrued but unpaid interest on the Notes were automatically converted into shares of the Issuer's common stock in connection with the Issuer's initial public offering on February 27, 2019.
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(2)
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Stock option vested in equal monthly installments over a 42 month period, and became fully vested on April 16, 2018.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Stewart Robert B Jr
C/O SUPER LEAGUE GAMING, INC.
2906 COLORADO AVE.
SANTA MONICA, CA 90404
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X
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Signatures
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/s/ Clayton Haynes, Attorney-in-Fact
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5/24/2019
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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