Form 4: HOFV Interim CEO Disposes Shares Post-Merger
Insider Transaction Report
Interim CEO Lisa Gould reports the disposition of 5,445 shares of Hall of Fame Resort & Entertainment Co common stock following its merger into a wholly-owned subsidiary of HOFV Holdings, LLC.
Summary
- Lisa Gould, Interim CEO and Director of Hall of Fame Resort & Entertainment Co (HOFV), reported a change in beneficial ownership.
- The transaction occurred on December 31, 2025, following a merger.
- Hall of Fame Resort & Entertainment Co merged with Omaha Merger Sub, Inc., a wholly-owned subsidiary of HOFV Holdings, LLC, with HOFV surviving as a wholly-owned subsidiary of HOFV Holdings, LLC.
- Each share of Hall of Fame Resort & Entertainment Co common stock was converted into the right to receive a cash payment of $0.90 per share.
- Lisa Gould disposed of 5,445 shares of common stock.
- Following the transaction, Lisa Gould no longer beneficially owns, directly or indirectly, any shares of Hall of Fame Resort & Entertainment Co common stock.
Sentiment
Score: 5
Explanation: Neutral. This is a factual report of an insider transaction resulting from a merger, not indicative of positive or negative sentiment for the company's ongoing operations or stock performance beyond the merger itself.
Future Outlook
NA
Industry Context
NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Merger | Hall of Fame Resort & Entertainment Company merged with Omaha Merger Sub, Inc., becoming a wholly-owned subsidiary of HOFV Holdings, LLC. | December 31, 2025 | The company's common stock was converted into cash, and the company is now privately held by HOFV Holdings, LLC. |
Stakeholder Impact
- Shareholders: Existing common stockholders received $0.90 cash per share and no longer hold HOFV stock.
- Company: Hall of Fame Resort & Entertainment Co is now a wholly-owned subsidiary of HOFV Holdings, LLC, effectively privatized.
Key Dates
| Date | Description |
|---|---|
| May 7, 2025 | Date of the Agreement and Plan of Merger. |
| December 31, 2025 | Date of the earliest transaction (merger effective date) and filing signature date. |
Keywords
Hall of Fame Resort & Entertainment Co, HOFV, Lisa Gould, Form 4, Merger, Beneficial Ownership, Common Stock, Insider Transaction, Corporate Action, HOFV Holdings
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