Prairie Operating Co. — Director's Dealing 2019

Oct 2, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WIZARD ENTERTAINMENT, INC. (WIZD)
CIK: 0001162896
Period of Report: 2019-09-30

Reporting Person: KESSLER PAUL L. (Executive Chairman, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-09-30	Common stock, par value $0.0001 per share	P	1025688	$0.155	Acquired	51990060	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Warrant for purchase of common stock	$0.15	2021-12-02	Common Stock (16666667)	16666667	Indirect
Convertible debenture	$0.15	2018-12-31	Common Stock (16666667)	16666667	Indirect
Options	$		Common Stock (600000)	600000	Indirect
Options	$0.13	2024-01-23	Common Stock (300000)	300000	Indirect

Footnotes

F1: These shares were purchased by Bristol Investment Fund, Ltd., a Cayman Islands exempted company ("BIF") managed by Bristol Capital Advisors, LLC ("BCA"), a Delaware LLC, of which Mr. Kessler has voting and dispositive power over the shares beneficially owned.

F2: The total includes: (i) 50,635,360 shares owned by BIF, (ii) 489,000 shares owned by Bristol Capital, LLC ("BC"), a Delaware LLC of which Mr. Kessler has voting and dispositive power over the shares beneficially owned, (iii) 78,700 shares owned by Paul Kessler IRA Rollover, of which Mr. Kessler has voting and dispositive power over the shares beneficially owned, and (iv) 787,000 shares owned by Bristol Capital Advisors Pension and Profit Sharing, of which Mr. Kessler has voting and dispositive power over the shares beneficially owned.

F3: On December 2, 2016, BIF purchased from Wizard World, Inc. (now known as "Wizard Entertainment, Inc.") (the "Issuer") a convertible debenture with a principal amount of $2,500,000 (with a conversion price of $0.15 per share) (the "Debenture") and a warrant to purchase to 16,666,667 shares of common stock (with an exercise price of $0.15 per share) (the "Warrant") for an aggregate purchase price of $2,500.000. The maturity date of the Debenture and expiration date of the Warrant shall be extended in a written agreement to be executed by the parties in 2019.

F4: The Issuer has issued stock options for 600,000 shares to BC pursuant to its stock award plans, with exercise prices ranging from $0.50 to $0.60, expiring on December 29, 2021 as disclosed in the Issuer's 10K report filed on April 1, 2019.

F5: The Issuer granted an option for 300,000 shares to Paul Kessler pursuant to the 2011 Stock Incentive and Award Plan, as amended.