FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Hand Ann
2. Date of Event Requiring Statement (Month/Day/Year)
02/25/2019
3. Issuer Name and Ticker or Trading Symbol
Super League Gaming, Inc. [SLGG]
(Last)
(First)
(Middle)
2912 COLORADO AVE.,, SUITE 200
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CEO and President
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SANTA MONICA, CA 90404
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 73,374
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock Purchase Warrant   (1) 06/05/2025 Common Stock 166,667 $ 9 D  
Stock Option   (2) 06/16/2027 Common Stock 51,334 $ 9 D  
Stock Option   (2) 06/16/2027 Common Stock 32,000 $ 10.8 D  
Common Stock Purchase Warrant   (3) 06/16/2027 Common Stock 100,000 $ 10.8 D  
Common Stock Purchase Warrant   (4) 11/01/2028 Common Stock 250,000 $ 10.8 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Hand Ann
2912 COLORADO AVE.,
SUITE 200
SANTA MONICA, CA 90404
  X     CEO and President  

Signatures

/s/ Clayton Haynes, Attorney-in-Fact 03/07/2019
**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) Warrant vests in equal monthly installments over a 48 month period, and will vest in full on June 5, 2019.
(2) 50% of the stock option vested immediately on the grant date. The remainder of the option vests in equal installments over a 24 month period, and will vest in full on June 16, 2019.
(3) Warrant vests in equal monthly installments over a 36 month period, and will vest in full on June 6, 2020.
(4) Warrant vests as follows: (i) 25% upon issuance; (ii) 50% upon close of the Issuer's initial public offering ("IPO") or an additional private financing (occurring subsequent to September 1, 2018) resulting in gross proceeds of at least $15,000,000 (a "Qualified Financing"); and (iii) 25% on the one-year anniversary of the IPO or the one-year anniversary of a Qualified Financing.

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