NextPlay (NXTP) Form 4 NextPlay / Donald P Monaco 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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X

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^*

Monaco Donald P

(Last) (First) (Middle)

1560 SAWGRASS CORPORATE PARKWAY

SUITE 130

(Street)

SUNRISE FL 33323

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NextPlay Technologies Inc. [ NXTP ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/19/2023

4. 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 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	01/19/2023		A		4,630(1)	A	$0.00(1)	24,420(2)	D
Common Stock	04/27/2023		A		4,040(3)	A	$0.00(3)	28,460(2)	D
Common Stock								46,712(2)	I	Through the Donald P. Monaco Insurance Trust(4)(5)
Common Stock								41,116(2)	I	Through the Monaco Investment Partners II, LP(5)(6)

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

Explanation of Responses:

1. The 4,630 shares of common stock were issued to the Reporting Person under the Issuer's 2017 Amended and Restated Equity Incentive Plan in connection with the Reporting Person's services a director on the Board of Directors of the Issuer.

2. On January 6, 2023, the Issuer implemented a reverse stock split at a ratio of 1-for-20 (the "Reverse Split"). The number of shares beneficially owned by the Reporting Person, as set forth in this Form 4, has been adjusted to reflect the Reverse Split.

3. The 4,040 shares of common stock were issued to the Reporting Person under the Issuer's 2017 Amended and Restated Equity Incentive Plan in connection with the Reporting Person's services a director on the Board of Directors of the Issuer.

4. The securities are beneficially owned by Donald P. Monaco Insurance Trust ("Trust"). Donald P. Monaco, is the trustee of the Trust. As such, Donald P. Monaco is deemed to beneficially own the securities held by the Trust.

5. Mr. Monaco disclaims beneficial ownership of all shares held by the Trust and Monaco Investment Partners II, LP ("MI Partners") in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purposes of Section 16 of the Exchange Act or for any other purpose.

6. The securities are beneficially owned by MI Partners. Donald P. Monaco is the managing general partner of MI Partners. As such, Donald P. Monaco is deemed to beneficially own the securities held by the MI Partners.

	/s/ Donald P. Monaco	05/01/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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