Randall D Sampson Form 4 Canterbury Park Holding / RANDALL D SAMPSON ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SAMPSON RANDALL D

(Last) (First) (Middle)

1100 CANTERBURY ROAD

(Street)

SHAKOPEE MN 55379

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Canterbury Park Holding Corp [ CPHC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/14/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	03/14/2024		A		5,700(1)	A	$0	301,332	D
Common Stock	03/15/2024		F		351(2)	D	$21.5	300,981	D
Common Stock								4,433	I	By 401(k) Plan
Common Stock								34,173	I(3)	By Trust
Common Stock								667,387	I(4)	By Trust

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

1. Name and Address of Reporting Person^*

SAMPSON RANDALL D

(Last) (First) (Middle)

1100 CANTERBURY ROAD

(Street)

SHAKOPEE MN 55379

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Sampson Family Real Estate Holdings, LLC

(Last) (First) (Middle)

930 LAKE SUSAN HILLS DR.

(Street)

CHANHASSEN MN 55317

(City) (State) (Zip)

Explanation of Responses:

1. Deferred stock awards vest 25% annually for each of the next four years.

2. The reporting person has elected to satisfy his tax withholding obligation in connection with the vesting of a prior deferred stock grant by directing the Company to withhold shares otherwise issuable pursuant to the previously reported grant.

3. Held by the Randall D. Sampson GST Trust, of which Mr. Sampson is the trustee and his grandchildren are beneficiaries.

4. Held by the Sampson Family Real Estate Holdings, LLC (SFREH), of which Mr. Sampson is the sole manager. Members of SFREH include the Marian Arlis Sampson 2012 Family Irrevocable Trust, the Curtis A. Sampson Family Trust, and the Randall D. Sampson GST Trust, of which Mr. Sampson is the trustee and his grandchildren are beneficiaries. Mr. Sampson and his children are among the beneficiaries of the Marian Arlis Sampson 2012 Family Irrevocable Trust and the Curtis A. Sampson Family Trust. Mr. Sampson disclaims beneficial ownership in membership interests of SFREH in which he has no pecuniary interest.

	Alex Lorman by Power of Attorney for Randall D. Sampson	03/18/2024
	** 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 4 (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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