| 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)
| 2. Date of Event Requiring Statement (Month/Day/Year) 07/29/2019 | 3. Issuer Name and Ticker or Trading Symbol NTN BUZZTIME INC [ NTN ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 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, $0.005 par value | 151,512 | D | |
| Common Stock, $0.005 par value | 139,493(1)(2)(3) | I | See Footnotes(1)(2)(3) |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 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 | ||||
| Explanation of Responses: |
| 1. Represents shares of the Issuer's common stock owned by Trinad Capital Master Fund, Ltd. ("Trinad Capital"), as the Reporting Person, the Portfolio Manager of Trinad Capital, is deemed to have sole voting and dispositive power over such shares. |
| 2. Each of the Reporting Person, Trinad Capital and Trinad Capital Management, LLC ("Trinad Management") disclaim beneficial ownership of the reported securities except for the (i) personal and direct beneficial ownership of the Reporting Person as reported herein, (ii) direct beneficial ownership of Trinad Capital as reported herein, (iii) indirect interest of Trinad Management by virtue of being the Managing Director of Trinad Capital, (iv) indirect interest of the Reporting Person by virtue of being the Managing Member of Trinad Management, (v) indirect interest of the Reporting Person by virtue of being a shareholder and Portfolio Manager of Trinad Capital, and (vi) Reporting Person's and Trinad Management's pecuniary interest in the securities reported herein as directly beneficially owned by Trinad Capital. |
| 3. This report shall not be deemed an admission that the Reporting Person and/or Trinad Management is the beneficial owner of these securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
| /s/ Robert S. Ellin | 07/31/2019 | |
| ** 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. | ||
