SEC Form 3
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*
Cribari Michael

(Last) (First) (Middle)
400 SOUTH 4TH STREET, SUITE 500-#390
SUITE 101

(Street)
LAS VEGAS, NV 89101

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/23/2024
3. Issuer Name and Ticker or Trading Symbol
High Roller Technologies, Inc. [ ROLR ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 2,588,395 I See footnote(1)
Common Stock 731,388 I See footnote(2)
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
Warrant (right to buy) 06/30/2022 06/30/2027 Common Stock 39,172 2.37 I See footnote(2)
Explanation of Responses:
1. Includes joint beneficial ownership by Michael Cribari, Brandon Eachus and Jeffrey Smith of 2,588,395 shares of common stock of the Issuer held by Cascadia Holdings Limited ("Cascadia").
2. Include 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 and Spike Up A.B. is a wholly owned subsidiary of Ellmount Interactive A. B. ("Interactive"), respectively. Cascadia and OEH Invest AB own 66.9% and 33.1% of Interactive, respectively. Michael Cribari, Brandon Eachus, and Jeffrey Smith as owners of Cascadia have the voting and dispositive authority over the shares of Issuer held by Cascadia and together with OEH, may be deemed to have joint voting and joint dispositive power over the securities of the Issuer beneficially held by Interactive.
/s/ Mike Cribari 10/23/2024
** 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).

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