Sec Form 4 Filing - Ahriyavraromp Jwanwat @ NextPlay Technologies Inc. - 2021-07-27

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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Ahriyavraromp Jwanwat
2. Issuer Name and Ticker or Trading Symbol
NextPlay Technologies Inc. [ NXTP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
Part of 10% owner group
(Last) (First) (Middle)
101 TRUE DIGITAL PARK BLD., ROOM #408, SUKHUMVIT ROAD
3. Date of Earliest Transaction (MM/DD/YY)
07/27/2021
(Street)
BANGCHAK, PRAKANONG, BANGKOK, W110260
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/27/2021 J( 1 ) 55,409 ( 2 ) A 320,410 ( 2 ) I By controlled companies ( 3 )
Common Stock 09/24/2021 J( 4 ) 229,500 ( 2 ) A 549,910 ( 2 ) I By controlled companies ( 3 )
Common Stock 08/05/2021 J( 5 ) 8,296 ( 2 ) A 8,296 ( 2 ) I By holding company ( 6 )
Common Stock 09/24/2021 J( 7 ) 142,500 ( 2 ) A 150,796 ( 2 ) I By holding company ( 6 )
Common Stock 09/24/2021 J( 8 ) 64,250 ( 2 ) A 682,583 ( 2 ) I Subsidiary of Tree Roots ( 9 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ahriyavraromp Jwanwat
101 TRUE DIGITAL PARK BLD., ROOM #408
SUKHUMVIT ROAD
BANGCHAK, PRAKANONG, BANGKOK, W110260
X Part of 10% owner group
Ahriyavraromp Thippaporn
695 MOO 12, BANKGKAEO
BANGPLI
SAMUTPRAKARN, W110540
X Part of 10% owner group
Tree Roots Entertainment Group Co Ltd
101 TRUE DIGITAL PARK BLD., ROOM #408
SUKHUMVIT ROAD
BANGCHAK, PRAKANONG, BANGKOK, W110260
X Part of 10% owner group
Signatures
/s/ Jwanwat Ahriyavraromp 09/07/2023
Signature of Reporting Person Date
/s/ Thippaporn Ahriyavraromp 09/07/2023
Signature of Reporting Person Date
/s/ J. Ahriyavraromp and A. Nanthawaroon, directors, on behalf of Tree Roots Entertainment Group Company Limited 09/07/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares of the Issuer were acquired pursuant to a share replacement agreement and other exchange arrangements with Cern One Limited in connection with the share exchange between The Monaker Group Inc., the predecessor to the Issuer, and certain shareholders and debt holders of Axion Venture Inc., including Cern One Limited.
( 2 )On January 6, 2021, the Issuer implemented a reverse stock split at a ratio of 1-for-20 (the "Reverse Split"). The number of shares acquired, pricing information and the number of shares beneficially owned by the Reporting Persons as set forth on this Form 4 have been adjusted to reflect the Reverse Split.
( 3 )Represents shares of the Issuer held by entities, other than Tree Roots Entertainment Group Co. Ltd. ("Tree Roots"), controlled by Dr. Jwanwat Ahriyavraromp and Mrs. Trippaporn Ahriyavraromp.
( 4 )The shares of the Issuer were acquired in settlement of an exchangeable promissory note by HotPlay Enterprise Inc. ("HotPlay") in the amount of $344,350 (on a post-split basis) in connection with the share exchange between the The Monaker Group Inc., the predecessor to the Issuer, and the shareholders of HotPlay.
( 5 )The shares of the Issuer were acquired in settlement of an exchangeable promissory note by Red Anchor Trading Corporation in the amount of $10,000 (on a post-split basis).
( 6 )Acquisition of shares of the Issuer by an entity wholly-owned by Dr. Jwanwat Ahriyavraromp. Mrs. Thippaporn Ahriyavraromp may be deemed to share beneficial ownership over such shares of the Issuer held by such entity.
( 7 )The shares of the Issuer were acquired in settlement of an exchangeable promissory note by HotPlay in the amount of $198,750 (on a post-split basis) in connection with the share exchange between the The Monaker Group Inc., the predecessor to the Issuer, and the shareholders of HotPlay.
( 8 )This acquisition was made by a wholly-owned subsidiary of Tree Roots, a 10% beneficial owner of the Issuer and one of the Reporting Persons, pursuant to the right to subscribe to exchangeable promissory notes in an amount up to $600,000 at a price per share of $0.0625 (all dollar amounts on a post-split basis). In exchange for the partial assignment of such subscription rights, the price payable by the Tree Roots subsidiary was allocated and paid on behalf of the Tree Roots subsidiary by other entities controlled by one or more of the Reporting Persons.
( 9 )Represents acquisition of shares by a wholly-owned subsidiary of Tree Roots. Dr. Jwanwat Ahriyavraromp and Mrs. Thippaporn Ahriyavraromp indirectly beneficially own the shares of the Issuer held by or through Tree Roots.

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