Amendment: SEC Form SC 13D/A filed by Bragg Gaming Group Inc.
Bragg Gaming Group Inc.
7160 Rafael Rivera Way, Suite 330
(702) 481-4307
1
|
NAMES OF REPORTING PERSONS
Doug Fallon
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) X
(b) ☐
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
PF and SC
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2 ☐
Not Applicable
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH: |
7
|
SOLE VOTING POWER
31,764
|
|
8
|
SHARED VOTING POWER
1,443,179
|
||
9
|
SOLE DISPOSITIVE POWER
31,764
|
||
10
|
SHARED DISPOSITIVE POWER
1,443,179
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,474,943
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
NOT APPLICABLE
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.15%
|
||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
1
|
NAMES OF REPORTING PERSONS
Crazy Roll, Inc.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) X
(b) ☐
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
SC
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2 ☐
Not Applicable
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH: |
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
1,393,179
|
||
9
|
SOLE DISPOSITIVE POWER
0
|
||
10
|
SHARED DISPOSITIVE POWER
1,393,179
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,393,379
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
NOT APPLICABLE
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.82%
|
||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
|
1
|
NAMES OF REPORTING PERSONS
DR ZAP Holdings, LLC
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) X
(b) ☐
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
WC
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2 ☐
Not Applicable
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Nevada
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH: |
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
50,000
|
||
9
|
SOLE DISPOSITIVE POWER
0
|
||
10
|
SHARED DISPOSITIVE POWER
50,000
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
50,000
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
NOT APPLICABLE
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
<5%
|
||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
|
Item 1.
|
Security and Issuer
|
(a)
|
Title of Class of Securities:
|
(b)
|
Name of Issuer:
|
(c)
|
Address of Issuer’s Principal Executive Offices:
|
Toronto, Ontario M5X 1E3
Canada
Item 2.
|
Identity and Background
|
(a)
|
Name of Reporting Person:
|
i)
|
Doug Fallon (“Fallon”)
|
ii)
|
Crazy Roll, Inc., a Delaware corporation (“Crazy Roll”). Fallon is the sole owner, officer and director of Crazy Roll.
|
iii)
|
DR ZAP Holdings, LLC, a Nevada limited liability company (“DR ZAP”). Fallon is a member and manager of DR
ZAP.
|
(b)
|
Principal Business Address:
|
7160 Rafael Rivera Way, Suite 330, Las Vegas, NV 89113.
(c)
|
Occupation, Employment and Other Information:
|
(d)
|
Criminal convictions:
|
(e)
|
Civil proceedings:
|
(f)
|
Citizenship:
|
i)
|
Fallon - United States
|
Item 3.
|
Source and Amount of Funds or Other Consideration:
|
SC – Fallon and Crazy Roll
WC – DR ZAP
Item 4.
|
Purpose of Transaction
|
Item 5.
|
Interest in Securities of the Issuer:
|
(a)
|
Number of shares as to which the Reporting Person has:
|
(i)
|
Sole power to vote or to direct the vote: 31,764
|
(ii)
|
Shared power to vote or to direct the vote: 1,443,179
|
(iii)
|
Sole power to dispose or direct the disposition: 31,764
|
(iv)
|
Shared power to dispose or direct the disposition: 1,443,179
|
(v)
|
Aggregate amount of shares beneficially owned: 1,474,943
|
(vi)
|
Percent of class represented in Item (v) above: 6.15%
|
(b)
|
Fallon has sole voting and dispositive control over 5,000 Shares and 26,764 unexercised options (15,610 of
which are currently vested). Fallon and Crazy Roll share voting and dispositive control over the 1,393,179 shares held by Crazy Roll. Fallon and DR ZAP share voting and dispositive control over the 50,000 shares held by DR ZAP.
|
(c)
|
On June 2, 2021, Doug Fallon was appointed as Managing Director of Group Content, a senior officer position of
the Issuer.
|
•
|
685,579 shares on June 8, 2022
|
•
|
353,800 shares on June 8, 2023
|
•
|
353,800 shares on June 8, 2024
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the
Issuer:
|
Item 7.
|
Material to Be Filed as Exhibits:
|
Dated: October 24, 2024
|
/s/ Doug Fallon
Doug Fallon |
Dated: October 24, 2024
|
DR ZAP Holdings, LLC, a Nevada limited liability company
By: /s/ Doug Fallon
Doug Fallon, Manager |
Dated: October 24_, 2024
|
Crazy Roll, Inc., a Delaware corporation
By: /s/ Doug Fallon
Doug Fallon, President |