Ann Hand - Jan 5, 2022 Form 4 Insider Report for Super League Gaming, Inc. (SLGG)

Role: CEO AND PRESIDENT, Director
Signature: /s/ Clayton Haynes, Attorney-in-Fact
Stock symbol: SLGG
Transactions as of: Jan 5, 2022
Transactions value $: $0
Form type: 4
Date filed: 1/7/2022, 04:05 PM
Previous filing: Dec 16, 2021
Next filing: May 2, 2023

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	SLGG	Performance Stock Units	Award	$0	+900K		$0.00	900K	Jan 5, 2022	Common Stock	900K		Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each Performance Stock Unit ("PSU") represents a contingent right to receive one share of the Issuer's common stock upon vesting.
F2	The PSUs were awarded to the Reporting Person pursuant to the Issuer's Amended and Restated 2014 Stock Option and Incentive Plan, and pursuant to that certain Executive Employment Agreement by and between the Reporting Person and Issuer, whereby the Reporting Person received the PSUs in lieu of participation in the equity component of the Issuer's annual executive compensation plan for the three (3) calendar year term commencing January 1, 2022. Subject to continued employment and to accelerated vesting in certain circumstances, the PSUs shall vest: (i) 20% upon the Issuer's common stock achieving a 60-day volume-weighted average price ("60-day VWAP") of $4.75 per share, (ii) 20% upon the Issuer's common stock achieving a 60-day VWAP of $6.00 per share; (iii) 20% upon the Issuer's common stock achieving a 60-day VWAP of $7.00 per share; (iv) 20% upon the Issuer's common stock achieving a 60-day VWAP of $8.00 per share; and (v) 20% upon the Issuer's common stock achieving a 60-day VWAP of $9.00 per share.

Content

Each Performance Stock Unit ("PSU") represents a contingent right to receive one share of the Issuer's common stock upon vesting.

The PSUs were awarded to the Reporting Person pursuant to the Issuer's Amended and Restated 2014 Stock Option and Incentive Plan, and pursuant to that certain Executive Employment Agreement by and between the Reporting Person and Issuer, whereby the Reporting Person received the PSUs in lieu of participation in the equity component of the Issuer's annual executive compensation plan for the three (3) calendar year term commencing January 1, 2022. Subject to continued employment and to accelerated vesting in certain circumstances, the PSUs shall vest: (i) 20% upon the Issuer's common stock achieving a 60-day volume-weighted average price ("60-day VWAP") of $4.75 per share, (ii) 20% upon the Issuer's common stock achieving a 60-day VWAP of $6.00 per share; (iii) 20% upon the Issuer's common stock achieving a 60-day VWAP of $7.00 per share; (iv) 20% upon the Issuer's common stock achieving a 60-day VWAP of $8.00 per share; and (v) 20% upon the Issuer's common stock achieving a 60-day VWAP of $9.00 per share.