UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Element Partners, LLC 950 TOWER LANE, SUITE 1125 FOSTER CITY, CA 94404 |
X |
/s/ Daniel Maor, Name: Daniel Maor, Manager | 01/29/2021 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | On 1/19/21 AESE and its direct and indirect wholly-owned subsidiaries, Allied Esports Media, Inc. (together with AESE, "Sellers") and Club Services, Inc. ("CSI"), entered into a Stock Purchase Agreement ("SPA") with Reporting Person pursuant to which Sellers agreed to sell 100% of the outstanding capital stock of CSI to Reporting Person ("Transaction"). In connection therewith certain AESE stockholders, including certain of its directors and executive officers, entered into Stockholder Voting Agreements ("SVAs") with Reporting Person representing a cumulative amount of 6,843,543 shares of AESE common stock and pursuant to which they have (a) agreed to vote their shares in favor of approval of the Transaction and against approval or adoption of any alternative transactions, (b) granted to Reporting Person a proxy to vote their shares in favor of approval of the Transaction and (c) agreed not to transfer their shares prior to the expiration of their SVA, subject to limited exceptions. |