Glen Kim - Nov 13, 2023 Form 3 Insider Report for Signing Day Sports, Inc. (SGN)

Role
Director
Signature
/s/ Glen Kim
Stock symbol
SGN
Transactions as of
Nov 13, 2023
Transactions value $
$0
Form type
3
Date filed
11/13/2023, 09:57 PM
Next filing
Nov 17, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding SGN Common Stock 484K Nov 13, 2023 By Zone Right, LLC F1

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
holding SGN 6% Convertible Unsecured Promissory Note Nov 13, 2023 Common Stock $565K By Zone Right, LLC F1, F2
holding SGN Employee Stock Option (Right to Buy) Nov 13, 2023 Common Stock 5K $3.10 Direct
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These securities are held by Zone Right, LLC, of which the reporting person is the managing member. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
F2 Prior to the maturity date, the 6% Convertible Unsecured Promissory Note (the "Note") will be convertible at the holder's option at a conversion price per share equal to the price per share determined by dividing $25 million by the number of outstanding shares of the Issuer. The Note will also be automatically converted under a mandatory conversion provision into shares upon the consummation of an initial public offering ("IPO") and the listing of the common stock. In the event of a conversion of the Note into shares of common stock, all accrued interest on the principal subject to such conversion shall be waived. Pursuant to a settlement notice issued to the holder of the Note, the holder of the Note will be issued a number of shares of common stock upon conversion of the Note in the amount that would be applicable as if the principal under the Note had been increased to 110% of the outstanding principal.