Super League Enterprise, Inc. announced that it has entered into subscription agreements with accredited investors with respect to the sale of an aggregate of 5,377 shares of newly designated Series AAA Convertible Preferred Stock at an issue price of $1,000 per share, for aggregate gross proceeds to the Company of approximately $5,377,000 on November 30, 2023. Each share of Series AAA Preferred is convertible at the option of the holder, subject to certain beneficial ownership limitations and primary market limitations as set forth in each Series AAA Certificates of Designation, into such number of shares of the Company?s common stock, par value $0.001 (the ? Common Stock ?), equal to the number of Series AAA Preferred to be converted, multiplied by the stated value of $1,000 (the ?

Stated Value ?), divided by the conversion price in effect at the time of the conversion (the initial conversion price will be $1.674 for the Series AAA Preferred, subject to adjustment in the event of stock splits, stock dividends, certain fundamental transactions and future issuances of equity securities as described below). In addition, subject to beneficial ownership and primary market limitations, on the one year anniversary of the respective filing date, the Company may, in its discretion, convert (y) 50% of the outstanding shares of Series AAA Preferred into the Company?s Common Stock if the volume-weighted average price of such Common Stock over the previous 10 days as reported on the NASDAQ Capital Market equals at least 250% of the Conversion Price, or (z) 100% of the outstanding shares of Series AAA Preferred into the Company?s Common Stock if the VWAP equals at least 300% of the Conversion Price. Holders of the Series AAA Preferred will be entitled to receive dividends, subject to the beneficial ownership and primary market limitations, payable in the form of that number of shares of Common Stock equal to 20% of the shares of Common Stock underlying the Series AAA Preferred then held by such holder on each of the 12- and 24-month anniversaries of the Filing Date.

The transaction is subject to shareholders of the company. The securities issued in the Offering and Exchange are exempt from the registration requirements of the Securities Act of 1933, as amended (the Securities Act ?), pursuant to Section 4(a)(2) of the Securities Act and/or Rule 506(b) of Regulation D promulgated thereunder because, among other things, the transaction did not involve a public offering, the investors are accredited investors, the investors are purchasing and/or exchanging the securities, as applicable, for investment and not for resale and the Company took appropriate measures to restrict the transfer of the securities. Purchasers shall have the right to purchase shares of a newly designated series of Preferred Stock of the Company containing comparable terms as the Series AAA Preferred from the date of each respective closing through the date that is 18 months thereafter for an additional dollar amount equal to its initial investment amount at $1,000 per share, with a conversion price equal to the conversion price of the Series AAA Preferred in effect on the Filing Date.