SEC Form 3 filed by new insider Langton Nicholas John
$MMA
Other Consumer Services
Consumer Discretionary
| 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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1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Date of Event Requiring Statement
(Month/Day/Year) 03/18/2026 | 3. Issuer Name and Ticker or Trading Symbol
MIXED MARTIAL ARTS GROUP LTD [ MMA ] | |||||||||||||||
| 3a. Foreign Trading Symbol
| 5. If Amendment, Date of Original Filed
(Month/Day/Year) | ||||||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| 6. Individual or Joint/Group Filing (Check Applicable Line)
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| 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) |
| Ordinary Shares | 2,116,697 | I(6) | By Snowflower Holdings Pty Ltd <Snowflower Family A/C> |
| 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: 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 | ||||
| Class A Stock Option (right to buy) | (1) | 08/31/2028 | Ordinary Shares | 60,710 | $0.78(5) | I | By Tanya Langton (spouse) |
| Class B Stock Option (right to buy) | (1) | 01/03/2030 | Ordinary Shares | 20,622 | $0.78(5) | I(6) | By Snowflower Holdings Pty Ltd <Snowflower Family A/C> |
| Class B Stock Option (right to buy) | (1) | 01/03/2030 | Ordinary Shares | 4,062 | $0.78(5) | I | By tanya Langton (spouse) |
| Class C Stock Option (right to buy) | (1) | 08/31/2030 | Ordinary Shares | 84,862 | $7.15(5) | I(6) | By Snowflower Holdings Pty Ltd <Snowflower Family A/C> |
| Restricted Share Unit | (2) | 11/24/2030 | Ordinary Shares | 1,000,000 | (2) | I(6) | By Snowflower Holdings Pty Ltd <Snowflower Family A/C> |
| Class A Performance Right | (3) | 10/10/2030 | Ordinary Shares | 172,000 | (3) | I(6) | By Snowflower Holdings Pty Ltd <Snowflower Family A/C> |
| Class A Performance Right | (3) | 10/10/2030 | Ordinary Shares | 6,000 | (3) | I | By Tanya Langton (spouse) |
| Class B Performance Right | (4) | 06/20/2030 | Ordinary Shares | 734,211 | (4) | I(6) | By Snowflower Holdings Pty Ltd <Snowflower Family A/C> |
| Class B Performance Right | (4) | 06/20/2030 | Ordinary Shares | 142,763 | (4) | I | By Tanya Langton (spouse) |
| Explanation of Responses: |
| 1. The shares subject to the option are fully vested and currently exercisable. |
| 2. Restricted share units will vest over a three year period at the rate of one third per year commencing from 24 November 2025, subject to continuing service by the reporting person through the vesting date. The vesting conditions have not been achieved as of the date of this report. |
| 3. Each performance right represents the right to receive a fully paid ordinary share subject to certain sales milestones and continuing service by the reporting person through the vesting date. |
| 4. Each performance right represents the right to receive a fully paid ordinary share subject to certain operational and financial milestones prior to the expiration date. The performance rights convert into ordinary shares as soon as the milestone is met. None of the milestones have been attained as of the date of this report. |
| 5. All dollar values are reported in Australian Dollars. |
| 6. The reporting person has voting and investment control of this entity due to his 100% ownership of and role as sole director of the entity. |
| Remarks: |
| Exhibit 24 - Power of Attorney |
| /s/ Jonathan Hart, by Power of Attorney | 04/14/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||
| * Form 3: SEC 1473 (03-26) | ||