SEC Form SC 13G filed by SharpLink Gaming Inc.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. __)
SHARPLINK GAMING INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
820014108
(CUSIP Number)
March 8, 2024
(DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1(c)
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
(Continued on following page(s)
Page 1 of 5 Pages
CUSIP No. 820014108 | 13G | Page 2 of 5 Pages |
| 1. | NAMES OF REPORTING PERSON |
| S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | |
| Alpha Capital Anstalt | |
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: |
| (a) ☐ | |
| (b) ☐ | |
| 3. | SEC USE ONLY |
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION |
| Liechtenstein |
| 5. | SOLE VOTING POWER, NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON – 312,727 Shares of Common Stock (1) |
| 6. | SHARED VOTING POWER – None |
| 7. | SOLE DISPOSITIVE POWER – 312,727 Shares of Common Stock (1) |
| 8. | SHARED DISPOSITIVE POWER – None |
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON – |
|
| 312,727 Shares of Common Stock (1) | ||
| 10. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☒ |
The aggregate amount in Row 9 represents the maximum amount that Alpha Capital Anstalt can beneficially control under a contractually stipulated 9.99% ownership restriction. |
||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | |
| 9.99% (1) | ||
| 12. | TYPE OF REPORTING PERSON | |
| CO |
| (1) | Based on 3,130,401 shares outstanding as of February 12, 2024 as reported in Form 8-K filed February 13, 2024. |
CUSIP No. 820014108 | 13G | Page 3 of 5 Pages |
| ITEM 1 | (a) | NAME OF ISSUER: SharpLink Gaming Inc., a Delaware corporation |
| ITEM 1 | (b) | ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES: |
333 Washington Avenue North, Suite 104, Minneapolis, Minnesota 55402
| ITEM 2 | (a) | NAME OF PERSON FILING: Alpha Capital Anstalt |
| ITEM 2 | (b) | ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: |
Altenbach 8, FL-9490 Vaduz, Liechtenstein
| ITEM 2 | (c) | CITIZENSHIP: Liechtenstein |
| ITEM 2 | (d) | TITLE OF CLASS OF SECURITIES: Common Stock |
| ITEM 2 | (e) | CUSIP NUMBER: 820014108 |
| ITEM 3 | IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B) OR 13D-2(B): Not applicable |
| ITEM 4 | OWNERSHIP |
(a) AMOUNT BENEFICIALLY OWNED: 312,727 Shares of Common Stock (1)
(b) PERCENT OF CLASS: 9.99% (1)
(c) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
(i) SOLE POWER TO VOTE OR DIRECT THE VOTE
312,727 Shares of Common Stock (1)
(ii) SHARED POWER TO VOTE OR DIRECT THE VOTE
0 Shares
(iii) SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
312,727 Shares of Common Stock (1)
(iv) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
0 Shares
CUSIP No. 820014108 | 13G | Page 4 of 5 Pages |
| ITEM 5 | OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS |
Not applicable
| ITEM 6 | OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON |
Not applicable
| ITEM 7 | IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY |
Not applicable
| ITEM 8 | IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF A GROUP |
Not applicable
| ITEM 9 | NOTICE OF DISSOLUTION OF GROUP |
Not applicable
CUSIP No. 820014108 | 13G | Page 5 of 5 Pages |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| March 18, 2024 | |
| (Date) | |
| /s/ Konrad Ackermann | |
| (Signature) | |
| Konrad Ackermann, Director | |
| (Name/Title) |