Inspired Entertainment Inc.

11/26/2021 | Press release | Distributed by Public on 11/26/2021 18:17

Statement of Changes in Beneficial Ownership (Form 4)

Ownership Submission
FORM 4
Check this box if no longer subject to Section 16, Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN 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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1. Name and Address of Reporting Person *
WEIL A LORNE
2. Issuer Name and Ticker or Trading Symbol
Inspired Entertainment, Inc. [INSE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
Executive Chairman /
(Last) (First) (Middle)
C/O INSPIRED ENTERTAINMENT, INC. , 250 WEST 57TH STREET, SUITE 415
3. Date of Earliest Transaction (Month/Day/Year)
(Street)
NEW YORK NY 10107
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Join/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code 4. Securities Acquired (A) or Disposed of (D) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) 6. Ownership Form: Direct (D) or Indirect (I) 7. Nature of Indirect Beneficial Ownership
Code V Amount (A) or (D) Price
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code 5. Number of Derivative Securities Acquired (A) or Disposed of (D) 6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security 8. Price of Derivative Security 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) 11. Nature of Indirect Beneficial Ownership
Code V (A) (D) Date Exercisable Expriation Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
WEIL A LORNE
C/O INSPIRED ENTERTAINMENT, INC.
250 WEST 57TH STREET, SUITE 415
NEW YORK, NY10107
X X Executive Chairman

Signatures

/s/Carys Damon, Attorney-in-Fact 2021-11-26
**Signature of Reporting Person Date

Explanation of Responses:

(*) 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) Reflects the exercise of warrants on a cashless basis pursuant to the Warrant Agreement, dated as of October 24, 2014, by and between the Issuer and Continental Stock Transfer & Trust Company (the "Warrant Agreement"), with each warrant exercisable for one-half share of the Issuer's common stock ("Common Stock") at a price of $5.75 per half share ($11.50 per whole share).
(2) The number of shares issuable upon cashless exercise of the warrants was determined in accordance with Section 3.3.1(c) of the Warrant Agreement by dividing (x) the product of the number of shares of Common Stock underlying the warrants multiplied by the difference between $11.50 and the Fair Market Value by (y) the Fair Market Value. The Fair Market Value, as defined, was determined based on the average last sale price of the Common Stock for the ten (10) trading days ending on the third trading day prior to the date of exercise (November 23, 2021) which was $14.913. The balance of the shares underlying the warrants were withheld by the Issuer to cover the exercise price of the warrants.
(3) Represents shares held by Hydra Industries Sponsor LLC (the "Hydra Sponsor"). Mr. Weil is the managing member of the Hydra Sponsor, whose membership interests are owned by Mr. Weil and Mr. Weil's children or trusts for their benefit. Mr. Weil has sole voting and dispositive power over the securities held by the Hydra Sponsor. Mr. Weil disclaims beneficial ownership over any securities owned by the Hydra Sponsor in which he does not have any pecuniary interest.
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