05/27/2026 | Press release | Distributed by Public on 05/27/2026 08:45
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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 | ||||||||
| Warrant (right to buy) | $2.37 | 06/30/2022 | 06/30/2027 | Common Stock | 39,712 | 39,712 | I | See footnote(2)(3) | |||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Cascadia Holdings Ltd OFFICE 1/5587, LEVEL G, QUANTUM HOUSE 75 ABATE RIGORD STREET TA' XBIEX O1 |
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| /s/ Brandon Eachus, Director | 05/26/2026 | |
| **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) | Cascadia Holdings Ltd. ("Cascadia") distributed 787,648 shares of common stock of High Roller Technologies, Inc. ("Company") to one of its shareholders, pro rata to his interest for no additional consideration, pursuant to share redemption agreement between that shareholder and Cascadia. |
| (2) | Includes indirect joint beneficial ownership of 731,388 shares of common stock held by Spike Up Media A.B. ("Spike Up AB") and 39,172 shares of common stock issuable upon exercise of a warrant of the Issuer held by Spike Up Media LLC ("Spike Up LLC"). Spike Up LLC is a wholly owned indirect subsidiary of Spike Up A.B., which is a wholly owned subsidiary of Ellmount Interactive A. B. ("Interactive"). Cascadia and OEH Invest AB ("OEH") own 66.9% and 33.1% of Interactive, respectively. Michael Cribari and Brandon Eachus as principal shareholders of Cascadia have joint voting and dispositive authority over the shares of Issuer held directly by Cascadia. |
| (3) | OEH and Cascadia may be deemed to have joint voting and joint dispositive power over the securities of the Issuer beneficially held by Interactive and a minority shareholder of Cascadia, who has no voting or dispositive power over shares directly held by Cascadia, may be deemed to have a limited pecuniary interest in the shares held indirectly by Interactive. |