Stuart Lichter - Mar 31, 2025 Form 4 Insider Report for Hall of Fame Resort & Entertainment Co (HOFV)

Role
Director, 10%+ Owner
Signature
Lisa Gould, Attorney-in-Fact
Stock symbol
HOFV
Transactions as of
Mar 31, 2025
Transactions value $
$73,528,433
Form type
4
Date filed
4/3/2025, 11:43 AM
Previous filing
Mar 14, 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding HOFV Common Stock 751K Mar 31, 2025 By CH Capital Lending, LLC F1
holding HOFV Common Stock 15.9K Mar 31, 2025 By IRG, LLC F1
holding HOFV Common Stock 683K Mar 31, 2025 By HOF Village, LLC F1
holding HOFV Common Stock 5.68K Mar 31, 2025 By Midwest Lender Fund, LLC F1
holding HOFV Common Stock 9.09K Mar 31, 2025 Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction HOFV Backup Convertible Promissory Note II Other $11.9M $11.9M Mar 31, 2025 Common Stock 933K $12.77 By CH Capital Lending, LLC F1, F2, F3
transaction HOFV Convertible Promissory Note Other $5.6M $5.6M Mar 31, 2025 Common Stock 439K $12.77 By CH Capital Lending, LLC F1, F2, F3
transaction HOFV Backup Convertible Promissory Note Other $5.24M $5.24M Mar 31, 2025 Common Stock 410K $12.77 By Midwest Lender Fund, LLC F1, F2, F3
transaction HOFV 2020 Convertible Term Loan Other $17M $17M Mar 31, 2025 Common Stock 4.68M $3.64 By CH Capital Lending, LLC F1, F2, F3
transaction HOFV Convertible Bridge Note Other $13.8M $13.8M Mar 31, 2025 Common Stock 1.08M $12.77 By CH Capital Lending, LLC F1, F2, F3
transaction HOFV Convertible Promissory Note Other $5.6M $5.6M Mar 31, 2025 Common Stock 439K $12.77 By IRG, LLC F1, F2, F3
transaction HOFV Convertible Notes Due 2025 Other $14.4M 14.4M Mar 31, 2025 Common Stock 94.8K By CH Capital Lending, LLC F1, F4, F6, F7
holding HOFV 2022 Convertible Term Loan $11.9M Mar 31, 2025 Common Stock 3.28M $3.64 By CH Capital Lending, LLC F1, F2
holding HOFV Series E Warrant 500K Mar 31, 2025 Common Stock 22.7K $12.77 By IRG, LLC F1
holding HOFV Series E Warrant 1M Mar 31, 2025 Common Stock 45.4K $12.77 By CH Capital Lending, LLC F1
holding HOFV Series D Warrant 2.45M Mar 31, 2025 Common Stock 111K $12.77 By CH Capital Lending, LLC F1
holding HOFV Series C Warrant 10M Mar 31, 2025 Common Stock 456K $12.77 By CH Capital Lending, LLC F1
holding HOFV Series A Warrant 2.43M Mar 31, 2025 Common Stock 157K $253.11 By HOF Village, LLC F1, F5
holding HOFV Series G Warrant 125K Mar 31, 2025 Common Stock 5.68K $12.77 By Midwest Lender Fund, LLC F1
holding HOFV Series C Preferred 15K Mar 31, 2025 Common Stock 454K $33.01 By CH Capital Lending, LLC F1, F8, F9
holding HOFV Series B Warrant 100K Mar 31, 2025 Common Stock 4.54K $30.81 Direct
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
F2 Reflects the principal balance as of March 31, 2025. Interest accrues at 12.5% compounded monthly, which is added to the principal.
F3 On March 31, 2025, the maturity date of this convertible debt was extended from March 31, 2025 to September 30, 2025. Conversion remains subject to compliance with Nasdaq 5635(d).
F4 On March 31, 2025, the maturity date of the Convertible Notes due 2025 was extended from March 31, 2025 to December 31, 2025.
F5 The warrants expire on the earlier to occur of July 1, 2025 or upon the redemption date in the event the Company shall fix a date for the redemption of the warrants in accordance with the warrant terms.
F6 Reflects the principal amount held by CH Capital Lending, LLC as of March 31, 2025. Interest is payable quarterly in either cash or an increase in the principal amount of the Convertible Notes due 2025 at the discretion of the Company. The Company has been paying interest by increasing the principal. The original principal amount was $9 million.
F7 The conversion rate is 6.54849 shares of Common Stock per 1.000 principal amount of Convertible Notes due 2025.
F8 Dividends are payable on Series C Preferred Stock at 7% per annum of which 4% is payable in cash quarterly and 3% is payable at the election of the holder in either cash or shares of Common Stock upon conversion.
F9 The Series C Preferred Stock is perpetual and therefore has no expiration date.