Sec Form 4 Filing - Lewin Nick @ GameSquare Holdings, Inc. - 2024-08-16

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 Lewin Nick 2. Issuer Name and Ticker or Trading Symbol GameSquare Holdings, Inc. [ GAME] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O GAMESQUARE HOLDINGS, INC., 6775 COWBOYS WAY, STE. 1335 3. Date of Earliest Transaction (MM/DD/YY) 08/16/2024 (Street) FRISCO, TX75034 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 Options to Purchase Common Stock ( 1 ) $ 1.1 08/16/2024 A 61,270 ( 2 ) 08/16/2029 Common Stock 61,270 $ 0 ( 1 ) 61,270 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Lewin Nick C/O GAMESQUARE HOLDINGS, INC. 6775 COWBOYS WAY, STE. 1335 FRISCO, TX75034 X Signatures /s/ Nick Lewin 08/20/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The grant was made pursuant to the Issuer's Amended and Restated Omnibus Equity Incentive Plan ("Omnibus Plan"). ( 2 )On August 16, 2024 (the "Grant Date"), the Reporting Person was granted stock options to purchase an aggregate of 61,270 shares of the Issuer's common stock as part of the annual board compensation package for 2024, which vest as follows: (i) 23,770 shares for the first and second quarter of 2024 board compensation vested immediately on the Grant Date, (ii) 18,750 shares for the third quarter of 2024 board compensation vest on September 30, 2024, and (iii) 18,750 shares for the fourth quarter 2024 board compensation vest on December 31, 2024.

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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