SEC Form 3 · accession 0001415889-19-000288
Super League Gaming, Inc. · SLE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael R Keller
Director
Period of report
Feb 25, 2019
Accepted (ET)
Mar 7, 2019 · 7:15 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001621672
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | holding | — | — | — | 5,455 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 9.00% Secured Convertible Promissory NoteF2,F3 | — | holding | — | — | — | — | — | Common Stock | — | — | I |
| Common Stock Purchase Warrant | $9.35 | holding | — | — | — | May 28, 2018 | May 28, 2023 | Common Stock | 54,465 | — | I |
| Common Stock Purchase Warrant | $9.35 | holding | — | — | — | May 30, 2018 | May 30, 2023 | Common Stock | 10,696 | — | I |
| Common Stock Purchase Warrant | $9.35 | holding | — | — | — | Aug 17, 2018 | Aug 17, 2023 | Common Stock | 21,070 | — | I |
| 9.00% Secured Convertible Promissory NoteF2,F3 | — | holding | — | — | — | — | — | Common Stock | — | — | I |
| Common Stock Purchase Warrant | $10.80 | holding | — | — | — | Mar 14, 2018 | Mar 14, 2023 | Common Stock | 9,260 | — | I |
| 9.00% Secured Convertible Promissory NoteF2,F3 | — | holding | — | — | — | — | — | Common Stock | — | — | I |
| 9.00% Secured Convertible Promissory NoteF2,F3 | — | holding | — | — | — | — | — | Common Stock | — | — | I |
| Common Stock Purchase Warrant | $9.35 | holding | — | — | — | Aug 17, 2018 | Aug 17, 2023 | Common Stock | 2,674 | — | I |
| Common Stock Purchase Warrant | $9.35 | holding | — | — | — | Aug 17, 2018 | Aug 17, 2023 | Common Stock | 2,674 | — | I |
Explanation of responses
- F1Consists 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.
- F2Upon 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.
- F3The Notes will mature on the earlier to occur of (i) the Issuer's IPO or (ii) April 30, 2019.