Sec Form 4 Filing - DeLucia Robert Michael @ SharpLink Gaming, Inc. - 2025-07-24

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
DeLucia Robert Michael
2. Issuer Name and Ticker or Trading Symbol
SharpLink Gaming, Inc. [ SBET]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last) (First) (Middle)
C/O SHARPLINK GAMING, INC., 333 WASHINGTON AVENUE NORTH
3. Date of Earliest Transaction (MM/DD/YY)
07/24/2025
(Street)
MINNEAPOLIS, MN55401
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/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
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units ( 1 ) ( 2 ) 03/19/2025 A 10,904 ( 3 ) ( 3 ) Common Stock 10,904 ( 2 ) 10,904 D
Restricted Stock Units ( 1 ) ( 2 ) 05/26/2025 A 112,493 ( 4 ) ( 4 ) Common Stock 112,493 ( 2 ) 112,493 D
Restricted Stock Units ( 5 ) ( 2 ) 07/24/2025 A 48,560 ( 6 ) ( 6 ) Common Stock 48,560 ( 2 ) 48,560 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
DeLucia Robert Michael
C/O SHARPLINK GAMING, INC.
333 WASHINGTON AVENUE NORTH
MINNEAPOLIS, MN55401
Chief Financial Officer
Signatures
/s/ Robert Michael DeLucia 07/28/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These grants were approved by the Board of Directors (the "Board") on March 19, 2025 and May 26, 2025, subject to stockholder approval of an amendment to the SharpLink Gaming, Inc. 2023 Equity Incentive Plan (the "Plan Amendment"), which provides that, an additional 8,000,000 shares of the Company's common stock will be made available pursuant to the Plan Amendment. The stockholders approved the Plan Amendment on July 24, 2025.
( 2 )Each restricted stock unit represents a contingent right to receive one share of SharpLink Gaming, Inc common stock.
( 3 )The restricted stock units shall be fully vested at the close of business on December 31, 2025, subject to the Reporting Person's continued employment with the Issuer as of the vesting date.
( 4 )The restricted stock units shall vest in one-third increments at the close of business on the first three anniversaries of the Issuer's special meeting of stockholders where the Plan Amendment was approved, subject to the Reporting Person's continued employment with the Issuer as of the vesting date.
( 5 )Restricted stock units issued in connection with the new employment agreement entered into on July 24, 2025 by and between the Reporting Person and the Issuer.
( 6 )The restricted stock units shall vest with one-third (1/3) on the first (1st) anniversary of July 24, 2025, and the remaining units vesting in equal quarterly installments thereafter, subject to the Reporting Person's continued employment with the Issuer as of the vesting date.

Remarks:
Note: 1. On July 24, 2025, the reporting person was also granted performance-based restricted stock units that are subject to material conditions beyond the reporting person's control, and, therefore, are not considered derivative securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, and are excluded from this report. 2. For purposes of Footnote 6 to this Form 4, the grant date, or July 24, 2025, for such restricted stock unit awards means the date that the Company established the vesting terms and the number of shares subject to the grant under the employment agreement; however the Compensation Committee has 30 days to formally approve the grant and register the shares.

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