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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 02/25/2019 |
3. Issuer Name and Ticker or Trading Symbol
Super League Gaming, Inc. [ SLGG ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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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 | 5,455(1) | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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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 | ||||
9.00% Secured Convertible Promissory Note | (2) | (3) | Common Stock | $297,000 | (2) | I | By the Michael R. Keller Trust |
Common Stock Purchase Warrant | 05/28/2018 | 05/28/2023 | Common Stock | 54,465 | $9.35 | I | By the Michael R. Keller Trust |
Common Stock Purchase Warrant | 05/30/2018 | 05/30/2023 | Common Stock | 10,696 | $9.35 | I | By the Michael R. Keller Trust |
Common Stock Purchase Warrant | 08/17/2018 | 08/17/2023 | Common Stock | 21,070 | $9.35 | I | By the Michael R. Keller Trust |
9.00% Secured Convertible Promissory Note | (2) | (3) | Common Stock | $500,000 | (2) | I | By the Michael R. Keller Trust |
Common Stock Purchase Warrant | 03/14/2018 | 03/14/2023 | Common Stock | 9,260 | $10.8 | I | By the Michael R. Keller Trust |
9.00% Secured Convertible Promissory Note | (2) | (3) | Common Stock | $25,000 | (2) | I | By the Keller 2004 IRR Trust FBO William |
9.00% Secured Convertible Promissory Note | (2) | (3) | Common Stock | $25,000 | (2) | I | By the Keller 2004 IRR Trust FBO Charles |
Common Stock Purchase Warrant | 08/17/2018 | 08/17/2023 | Common Stock | 2,674 | $9.35 | I | By the Keller 2004 IRR Trust FBO William |
Common Stock Purchase Warrant | 08/17/2018 | 08/17/2023 | Common Stock | 2,674 | $9.35 | I | By the Keller 2004 IRR Trust FBO Charles |
Explanation of Responses: |
1. Consists of 5,455 restricted stock units ("RSUs"), which RSUs will vest in equal installments on a monthly basis and will vest in full on February 25, 2020. |
2. Upon closing of the Issuer's initial public offering (the "IPO"), all outstanding principal and accrued but unpaid interest of the 9.00% Secured Convertible Promissory Notes (the "Notes") will automatically convert into shares of the Issuer's common stock at a conversion price equal to the lesser of (i) $10.80 or (ii) the initial public offering price per share of the Issuer's common stock, less a 15% discount. |
3. The Notes will mature on the earlier to occur of (i) the Issuer's IPO or (ii) April 30, 2019. |
/s/ Clayton Haynes, Attorney-in-Fact | 03/07/2019 | |
** 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. |