01/13/2026 | Press release | Distributed by Public on 01/13/2026 13:49
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FORM 4
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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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
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 (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Option (right to buy)(2) | $2.25 | 01/08/2026 | A | 75,000 | (2) | 01/08/2036 | Common Stock | 75,000 | $ 0 | 75,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Francis John Milton IV 400 SOUTH 4TH STREET SUITE 500-#390 LAS VEGAS, NV 89101 |
Chief Operating Officer | |||
| /s/ John M Francis IV | 01/13/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(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) | The reported transaction involved the Reporting Person's receipt of 10,000 restricted stock units ("RSUs"). The RSUs were granted pursuant to the High Roller Technologies, Inc. 2024 Equity Incentive Plan. The RSUs shall vest in equal quarterly installments over a period of three years commencing six months after the date of employment and subject to continued service with the Company. The total reported in Column 5 includes the 10,000 newly awarded restricted stock units and 2,745 shares of common stock. |
| (2) | The options were granted pursuant to the High Roller Technologies, Inc. 2024 Equity Incentive Plan. The options shall vest and become exercisable in equal quarterly installments over a period of three years commencing six months after the date of employment and subject to continued service with the Company. The options have a maximum term of ten (10) years from the date of grant. |