FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Gardali Giuseppe
2. Date of Event Requiring Statement (MM/DD/YYYY)
3/9/2023 

3. Issuer Name and Ticker or Trading Symbol

GAN Ltd [GAN]
(Last)        (First)        (Middle)

C/O GAN LIMITED, 400 SPECTRUM CENTER DRIVE SUITE 1900
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                          _____ 10% Owner
___X___ Officer (give title below)        _____ Other (specify below)
President, B2B /
(Street)

IRVINE,, CA 92618      

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)
 

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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Ordinary Shares 41075 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (right to buy)  (1)10/10/2029 Ordinary Shares 93750 $3.6623 D  
Employee Stock Option (right to buy)  (2)7/11/2030 Ordinary Shares 35000 $25.69 D  
Employee Stock Option (right to buy)  (2)2/26/2031 Ordinary Shares 22500 $25.33 D  
Restricted Stock Units  (3) (3)Ordinary Shares 24127 $0 D  

Explanation of Responses:
(1) The option was granted on October 10, 2019, and is fully vested.
(2) The option to purchase 35,000 shares was granted on July 11, 2020 and the option to purchase 22,500 shares was granted on February 26, 2021. 25% of the shares of Common Stock underlying the stock options vest on the one year anniversary of the grant date. The remaining 75% of the shares of Common Stock underlying the stock options vest and become exercisable in equal monthly installments over the next 36 months.
(3) The RSU's were originally granted on March 11, 2022 and vest 25% on each of the first four anniversaries of the grant date.

Remarks:
Exhibit 24, Power of Attorney, is attached.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Gardali Giuseppe
C/O GAN LIMITED
400 SPECTRUM CENTER DRIVE SUITE 1900
IRVINE,, CA 92618


President, B2B

Signatures
/s/ Jeffrey H. Kuras, Attorney-in-Fact3/20/2023
**Signature of Reporting PersonDate


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 5(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).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 

Exhibit 24