Sec Form 4 Filing - ROBERTS GREGORY N @ A-Mark Precious Metals, Inc. - 2023-07-03

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 ROBERTS GREGORY N 2. Issuer Name and Ticker or Trading Symbol A-Mark Precious Metals, Inc. [ AMRK] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) 2121 ROSECRANS AVE, SUITE 6300 3. Date of Earliest Transaction (MM/DD/YY) 07/03/2023 (Street) EL SEGUNDO, CA90245 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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

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 Cash Incentive Award ( 1 ) ( 1 ) 07/03/2023 A 1 ( 1 ) 06/30/2027( 1 ) 06/30/2027 Common Stock, par value $0.01 per share ( 1 ) $ 0 1 ( 1 ) D

Reporting Owners Reporting Owner Name / Addres s Relationships Director 10% Owner Officer Other ROBERTS GREGORY N 2121 ROSECRANS AVE SUITE 6300 EL SEGUNDO, CA90245 X X Chief Executive Officer Signatures Carol Meltzer, by power of attorney 07/06/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Grant of a cash incentive award payable at June 30, 2027 (subject to acceleration in the event of certain terminations of employment or a change in control) equal to 2% of the Total Shareholder Return (as defined, including dividends paid during the four-year period) on the outstanding shares at June 30, 2023, minus the total salary and cash bonuses paid to the reporting person during the four-year period. The award is generally equivalent to stock appreciation rights on 473,442 shares with a base price of $36.32, including dividend equivalents but subject to adjustment for the specified compensation offsets.

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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