Matthew Evan Edelman - Apr 30, 2023 Form 4 Insider Report for Super League Gaming, Inc. (SLGG)

Role: CHIEF COMMERCIAL OFF., PRES.
Signature: /s/ Clayton Haynes, Attorney-in-Fact
Stock symbol: SLGG
Transactions as of: Apr 30, 2023
Transactions value $: $0
Form type: 4
Date filed: 5/2/2023, 09:19 PM
Previous filing: Jun 21, 2022
Next filing: Mar 21, 2024

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	Stock Option	Disposed to Issuer		-7.11K	-100%		0	Apr 30, 2023	Common Stock	7.11K	$9.00	Direct	F1
transaction	SLGG	Stock Option	Disposed to Issuer		-100K	-100%		0	Apr 30, 2023	Common Stock	100K	$2.88	Direct	F1
transaction	SLGG	Stock Option	Disposed to Issuer		-28.4K	-100%		0	Apr 30, 2023	Common Stock	28.4K	$4.81	Direct	F1
transaction	SLGG	Stock Option	Award		+1.2M			1.2M	Apr 30, 2023	Common Stock	1.2M	$0.49	Direct	F1, F2, F3
transaction	SLGG	Performance Stock Units	Disposed to Issuer		-150K	-100%		0	Apr 30, 2023	Common Stock	150K		Direct	F4, F5, F6
transaction	SLGG	Performance Stock Units	Award		+150K			150K	Apr 30, 2023	Common Stock	150K		Direct	F4, F6, F7

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

Explanation of Responses:

Id	Content
F1	On April 30, 2023, the Issuer cancelled certain stock options previously granted to the Reporting Person under the Issuer's 2014 Amended and Restated Employee Stock Option and Incentive Plan (the "2014 Plan"). In exchange for the cancelled options, the Reporting Person was granted options to purchase 1,200,000 shares of the Issuer's common stock under the 2014 Plan.
F2	One-third of the stock options vest on the grant date, with the remainder vesting monthly over the thirty-six month period thereafter, subject to continued service.
F3	The exercise of the options under this award are contingent upon the Company receiving approval from its stockholders to increase the number of shares available under the 2014 Plan, and will be subject to cancellation in the event stockholder approval is not obtained.
F4	Each Performance Stock Unit ("PSU") represents a contingent right to receive one share of the Issuer's common stock upon vesting.
F5	The PSUs were scheduled to 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.
F6	On April 30, 2023, the Issuer cancelled certain PSUs previously granted to the Reporting Person under the 2014 Plan. In exchange for the cancelled PSU's, the Reporting Person was granted 150,000 PSUs under the 2014 Plan.
F7	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 VWAP of $0.80 per share, (ii) 20% upon the Issuer's common stock achieving a 60-day VWAP of $1.00 per share; (iii) 20% upon the Issuer's common stock achieving a 60-day VWAP of $1.20 per share; (iv) 20% upon the Issuer's common stock achieving a 60-day VWAP of $1.40 per share; and (v) 20% upon the Issuer's common stock achieving a 60-day VWAP of $1.60 per share.