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* Zenni James Joseph JR (Last) (First) (Middle) C/O AFFINITY GAMING HOLDINGS, L.L.C. 3755 BREAKTHROUGH WAY #300 (Street) LAS VEGAS NV 89135 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/02/2021	3. Issuer Name and Ticker or Trading Symbol Gaming & Hospitality Acquisition Corp. [ GHACU ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)	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)

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
Class B Common Stock	(1)	(1)	Class A Common Stock	5,000,000	(1)	I	By Affinity Gaming Holdings, L.L.C.(1)(2)

Explanation of Responses:

1. Shares of Class B Common Stock will automatically convert into shares of the Issuer's Class A Common Stock at the time of the Issuer's initial business combination, or at any time prior thereto at the option of the holder, on a one-for-one basis, subject to adjustment, as described under the heading "Description of Securities" in the Issuer's registration statement on Form S-1 (File No. 333-252182), and have no expiration date.

2. The securities are held by Affinity Gaming Holdings, L.L.C. The Reporting Person is a member of Z Capital Group, L.L.C., the manager of Affinity Gaming Holdings, L.L.C., and shares voting and dispositive power over and may be deemed to beneficially own such shares held by Affinity Gaming Holdings, L.L.C. The Reporting Person disclaims beneficial ownership over any securities owned by Affinity Gaming Holdings, L.L.C. other than to the extent of any pecuniary interest he may have therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Remarks:

	/s/James J. Zenni, Jr.	02/02/2021
	** 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 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).
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