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Sow Good Inc. — Director's Dealing 2019
Sep 18, 2019
35248_dirs_2019-09-18_8764739b-d05e-49be-9a84-4dc369fe27b0.zip
Director's Dealing
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SEC Form 4/A — Form 4/A
Issuer: Allied Esports Entertainment, Inc. (AESE)
CIK: 0001708341
Period of Report: 2019-08-09
Reporting Person: DeCubellis Kenneth (Director, Chief Financial Officer, 10% Owner)
Reporting Person: Black Ridge Oil & Gas, Inc. (10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2019-08-09 | Common Stock | C | 489500 | — | Acquired | 3939500 | Indirect |
| 2019-08-09 | Common Stock | C | 66000 | $9.09 | Acquired | 4005500 | Indirect |
| 2019-08-09 | Common Stock | J | 600000 | — | Disposed | 3405500 | Indirect |
| 2019-08-09 | Common Stock | J | 720000 | — | Disposed | 2685500 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2019-08-09 | Warrants to purchase common stock | $11.50 | C | 445000 | Acquired | 2024-08-09 | Common Stock (445000) | Indirect |
| 2019-08-09 | Warrants to purchase Common Stock | $11.50 | C | 60000 | Acquired | 2024-08-09 | Common Stock (60000) | Indirect |
Footnotes
F1: Mr. DeCubellis, as Chairman and Chief Executive Officer of Black Ridge Oil & Gas, Inc. ("Black Ridge") exercises voting and dispositive power over such shares. Mr. DeCubellis disclaims beneficial ownership of such shares except to the extent of his ultimate pecuniary interest.
F2: 489,500 shares of common stock and 445,000 warrants were issued as a result of the conversion of 445,000 previously existing units held by Black Ridge, in connection with the merger of Allied Esports Media, Inc. ("AEM") with Allied Esports Entertainment, Inc. on August 9, 2019.
F3: Black Ridge received 66,000 shares of common stock and 60,000 warrants (the "Warrants") upon the conversion of convertible promissory notes held by Black Ridge in the principal amount of $600,000. The notes were converted as a result of the merger of AEM with Allied Esports Entertainment, Inc. on August 9, 2019.
F4: 600,000 shares were transferred to Primo Vital Limited in connection with the merger of AEM with the issuer on August 9, 2019.
F5: 720,000 shares were transferred to subscribers in the issuer's private placement that closed on August 9, 2019.
F6: This amendment is being filed to correct the transaction code.
F7: This transaction was inadvertently omitted from the original form 4 filing.
F8: This amendment corrects the number of shares.