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Filing Details

Accession Number:: 0001683168-20-000667
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-03-03 08:20:21
Reporting Period:: 2020-02-28

Accepted Time:: 2020-03-03 08:20:21
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1162896	Wizard Entertainment Inc.	WIZD	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1113835	L. Paul Kessler	622 N. Sepulveda Blvd., Suite 300 Los Angeles CA 90049	Executive Chairman	No	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Par Value $0.0001 Per Share	Acquisiton	2020-02-28	2,835	$1.46	2,622,903	No	4	P	Indirect	See footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See footnote

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Warrant for purchase of common stock	$2.50	2016-12-02	2024-12-02	700,000	700,000	Indirect
Common Stock	Convertible debenture	$2.50	2016-12-02	2021-12-31	1,000,000	1,000,000	Indirect
Common Stock	Options	$0.00			300,000	300,000	Indirect
Common Stock	Options	$2.60	2019-03-01	2024-01-23	15,000	15,000	Indirect

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2024-12-02	700,000	700,000	Indirect
2021-12-31	1,000,000	1,000,000	Indirect
	300,000	300,000	Indirect
2024-01-23	15,000	15,000	Indirect

Footnotes

These shares were purchased by Bristol Investment Fund, Ltd., a Cayman Islands exempted company ("BIF") managed by Bristol Capital Advisors, LLC ("BCA"), a Delaware LLC, of which Mr. Kessler has voting and dispositive power over the shares beneficially owned.
The total includes: (i) 2,555,168 shares owned by BIF, (ii) 24,450 shares owned by Bristol Capital, LLC ("BC"), a Delaware LLC of which Mr. Kessler has voting and dispositive power over the shares beneficially owned, (iii) 3,935 shares owned by Paul Kessler IRA Rollover, of which Mr. Kessler has voting and dispositive power over the shares beneficially owned, and (iv) 39,350 shares owned by Bristol Capital Advisors Pension and Profit Sharing, of which Mr. Kessler has voting and dispositive power over the shares beneficially owned. These share numbers reflect the 1-for-20 reverse stock split effectuated by the Issuer on February 27, 2020.
On December 2, 2016, BIF purchased from Issuer a $2,500,000 convertible debenture (with a conversion price of $0.15) ("Debenture") and warrant to purchase 16,666,667 shares of common stock (with an exercise price of $0.15) ("Warrant") for an aggregate purchase price of $2,500,000. The Debenture's maturity date was extended to December 2021, the Warrant's expiration date was extended to December 2024 and the Debenture's conversion price and Warrant's exercise price were adjusted to $0.125, pursuant to an agreement in December 2019. As a result, the number of shares underlying the Warrant became 20,000,000. BIF subsequently transferred 6,000,000 Warrant shares to an investor pursuant to an agreement in December 2019, resulting in 14,000,000 shares underlying the Warrant. Following the 1-for-20 reverse stock split effectuated by Issuer on February 27, 2020, the Debenture's conversion price and Warrant's exercise price are $2.50 and the number of shares underlying the Warrant is 700,000.
The Issuer has issued stock options for 600,000 shares to BC pursuant to its stock award plans, with exercise prices ranging from $0.50 to $0.60, expiring on December 29, 2021 as disclosed in the Issuer's 10K report filed on April 1, 2019. Following the 1-for-20 reverse stock split, the stock options are for 300,000 shares and the exercise prices range from $10 to $12.
The Issuer granted an option for 300,000 shares to Paul Kessler pursuant to the 2011 Stock Incentive and Award Plan, as amended. Following the 1-for-20 reverse stock split, the option is for 15,000 shares and the exercise price is $2.60.