James J. Dolan - Jan 5, 2023 Form 4 Insider Report for Hall of Fame Resort & Entertainment Co (HOFV)

Role
Director
Signature
Tara Charnes, Attorney-in-Fact
Stock symbol
HOFV
Transactions as of
Jan 5, 2023
Transactions value $
$0
Form type
4
Date filed
2/24/2023, 05:47 PM
Previous filing
Jun 2, 2022
Next filing
Jul 6, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HOFV Common Stock Gift $0 -24.5K -100% $0.00* 0 Jan 5, 2023 Gordon Pointe Management LLC F1, F2
transaction HOFV Common Stock Gift $0 -12K -100% $0.00* 0 Jan 5, 2023 Optical Lending, LLC F3, F4
transaction HOFV Common Stock Gift $0 -6.73K -100% $0.00* 0 Jan 5, 2023 XAMOC, LLC F5, F6
transaction HOFV Common Stock Gift $0 +24.5K $0.00 24.5K Jan 5, 2023 Royston Road Trust F1
transaction HOFV Common Stock Gift $0 +12K +49.04% $0.00 36.6K Jan 5, 2023 Royston Road Trust F3
transaction HOFV Common Stock Gift $0 +6.73K +18.4% $0.00 43.3K Jan 5, 2023 Royston Road Trust F5
holding HOFV Common Stock 909 Jan 5, 2023 By spouse
holding HOFV Common Stock 12.4K Jan 5, 2023 Direct

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 HOFV Warrants Gift $0 -462K -100% $0.00* 0 Jan 5, 2023 Common Stock $253.11 By Gordon Pointe Management LLC F7, F8
transaction HOFV Warrants Gift $0 +462K $0.00 462K Jan 5, 2023 Common Stock $253.11 Royston Road Trust F7, F8
holding HOFV Warrants 248K Jan 5, 2023 Common Stock $253.11 XAMOC, LLC F7, F8, F9
holding HOFV Warrants 444K Jan 5, 2023 Common Stock $253.11 Optical Lending, LLC F7, F8, F10
holding HOFV Warrants 60K Jan 5, 2023 Common Stock $30.81 Direct F11
holding HOFV Warrants 985K Jan 5, 2023 Common Stock $253.11 Direct F7, F8
holding HOFV Convertible Notes due 2025 $500K Jan 5, 2023 Common Stock 3.29K By Gordon Pointe Management LLC F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This transaction involved a gift of shares of Common Stock by Gordon Pointe Management, LLC to Royston Road Trust, Patricia D. Dolan, the spouse of the reporting person, as Trustee, who shares the household of the reporting person.
F2 Effective December 27, 2022, the Issuer completed a 1-for-22 reverse stock split (the "Reverse Stock Split") of its outstanding Common Stock. The number of securities reported on this Form 4 has been adjusted to reflect the Reverse Stock Split.
F3 This transaction involved a gift of shares of Common Stock by Optical Lending, LLC to Royston Road Trust, Patricia D. Dolan, the spouse of the reporting person, as Trustee, who shares the household of the reporting person.
F4 Optical Lending, LLC acquired 264,683 (or 12,031 adjusted for the Reverse Stock Split) shares of Common Stock in the previously reported December 18, 2020 partial redemption in kind of a member of Gordon Pointe Management, LLC. The gift to Royston Road Trust constitutes all the shares of Common Stock held by Optical Lending, LLC.
F5 This transaction involved a gift of shares of Common Stock by XAMOC, LLC to Royston Road Trust, Patricia D. Dolan, the spouse of the reporting person, as Trustee, who shares the household of the reporting person.
F6 XAMOC, LLC acquired 148,033 (or 6,728 adjusted for the Reverse Stock Split) shares of Common Stock in the previously reported December 18, 2020 partial redemption in kind of a member of Gordon Pointe Management, LLC. The gift to Royston Road Trust constitutes all the shares of Common Stock held by XAMOC, LLC.
F7 The warrants expire on the earlier to occur of July 1, 2025 or upon the redemption date in the event that the Issuer shall fix a date for the redemption of the warrants in accordance with the warrant terms.
F8 Each warrant represents the right to purchase 0.064578 shares of the Issuer's common stock.
F9 XAMOC, LLC acquired 248,338 warrants in the previously reported December 17, 2020 partial redemption in kind of a member of Gordon Pointe Management, LLC.
F10 Optical Lending, LLC acquired 444,029 warrants in the previously reported December 17, 2020 partial redemption in kind of a member of Gordon Pointe Management, LLC.
F11 Each warrant represents the right to purchase 0.045435 shares of the Issuer's common stock.
F12 The conversion rate is 6.5849 shares of Common Stock per $1,000 principal amount of Convertible Notes due 2025.