John C. Goff - Mar 7, 2024 Form 4 Insider Report for GameSquare Holdings, Inc. (GAME)

Role
10%+ Owner
Signature
John C. Goff, By: /s/ John C. Goff
Stock symbol
GAME
Transactions as of
Mar 7, 2024
Transactions value $
$5,999,999
Form type
4
Date filed
3/11/2024, 08:09 PM
Previous filing
Jan 10, 2024
Next filing
Apr 3, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GAME Common Shares Award $6M +4.32M +313.11% $1.39 5.7M Mar 7, 2024 By Goff Jones Strategic Partners, LLC F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction GAME Warrant (right to purchase) Award $0 +647K $0.00 647K Mar 7, 2024 Common Shares 647K $1.55 By Goff Jones Strategic Partners, LLC F1, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects securities of the Issuer acquired by Goff Jones Strategic Partners, LLC pursuant to (i) the Backstop Agreement, dated as of October 19, 2023, by and among GameSquare Holdings, Inc. and Goff Jones Strategic Partners, LLC (f/k/a Goff & Jones Lending Co, LLC) and (ii) the related Subscription Agreement, dated as of March 4, 2024, by and between GameSquare Holdings, Inc. and Goff Jones Strategic Partners, LLC.
F2 Includes 4,316,546 shares of the Issuer's common shares held by Goff Jones Strategic Partners, LLC. JCG 2016 Holdings, LP exercises shared voting and dispositive control over the Issuer's securities held by Goff Jones Strategic Partners, LLC and may be deemed to beneficially own the securities held of record by Goff Jones Strategic Partners, LLC. JCG 2016 Management, LLC, as general partner to JCG 2016 Holdings, LP, may be deemed to beneficially own the securities held of record by Goff Jones Strategic Partners, LLC. John C. Goff is the sole trustee of John C. Goff 2010 Family Trust, which is the sole shareholder of JCG 2016 Management, LLC, and consequently, he may be deemed to beneficially own the securities held of record by Goff Jones Strategic Partners, LLC.
F3 (Continued from Footnote 2) John C. Goff disclaims beneficial ownership of all securities of the Issuer held by Goff Jones Strategic Partners, LLC except to the extent of his pecuniary interest therein and this report shall not be an admission that John C. Goff is the beneficial owner of these securities for purposes of Section 16 of the Securities Exchange Act of 1934 (the "Exchange Act") or for any other purpose.
F4 Includes 647,482 warrants held by Goff Jones Strategic Partners, LLC that are exercisable on a one-to-one basis for the Issuer's common shares at a price of $1.55 per share and will expire five years after the initial exercise date. JCG 2016 Holdings, LP exercises shared voting and dispositive control over the Issuer's securities held by Goff Jones Strategic Partners, LLC and may be deemed to beneficially own the securities held of record by Goff Jones Strategic Partners, LLC. JCG 2016 Management, LLC, as general partner to JCG 2016 Holdings, LP, may be deemed to beneficially own the securities held of record by Goff Jones Strategic Partners, LLC.
F5 (Continued from Footnote 4) John C. Goff is the sole trustee of John C. Goff 2010 Family Trust, which is the sole shareholder of JCG 2016 Management, LLC, and consequently, he may be deemed to beneficially own the securities held of record by Goff Jones Strategic Partners, LLC. John C. Goff disclaims beneficial ownership of all securities of the Issuer held by Goff Jones Strategic Partners, LLC except to the extent of his pecuniary interest therein and this report shall not be an admission that John C. Goff is the beneficial owner of these securities for purposes of Section 16 of the Exchange Act or for any other purpose.