FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN 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 *

Nesset Endre
2. Issuer Name and Ticker or Trading Symbol

GAN Ltd [ GAN ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
President, B2C
(Last)          (First)          (Middle)

C/O GAN LIMITED, 10845 GRIFFITH PEAK DRIVE, SUITE 200
3. Date of Earliest Transaction (MM/DD/YYYY)

3/23/2023
(Street)

LAS VEGAS,, NV 89135
4. 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
(City)        (State)        (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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
Ordinary Shares 11/29/2024  M  93,535 A$0.01 96,035 D  
Ordinary Shares         81,846 I By Eiketreet OU 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (right to buy) $0.01 3/23/2023  A   2,000     (1)3/23/2033 Ordinary Shares 2,000 $0 2,000 D  
Employee Stock Option (right to buy) $0.01 3/23/2023  A   8,000     (2)3/23/2033 Ordinary Shares 8,000 $0 8,000 D  
Employee Stock Option (right to buy) $0.01 11/29/2024  M     18,386   (3)3/11/2032 Ordinary Shares 18,386 $0 9,194 D  
Employee Stock Option (right to buy) $0.01 11/29/2024  M     31,859   (4)3/11/2032 Ordinary Shares 31,859 $0 0 D  
Employee Stock Option (right to buy) $0.01 11/29/2024  M     43,290   (5)11/12/2032 Ordinary Shares 43,290 $0 47,055 D  

Explanation of Responses:
(1) The option was granted on March 23, 2023 and is fully vested.
(2) The option was granted to the Reporting Person on March 23, 2023, and vested with respect to one-fourth of the shares on March 23, 2024; the remaining three-fourths of the shares will vest in equal monthly installments over the subsequent 36 months, subject to the reporting person's continued service.
(3) The option was granted to the Reporting Person on March 11, 2022, and vested with respect to one-fourth of the shares on March 11, 2023; the remaining three-fourths of the shares will vest in equal monthly installments over the subsequent 36 months, subject to the reporting person's continued service.
(4) The option was granted on March 11, 2022 and is fully vested.
(5) The option was granted to the Reporting Person on November 12, 2022, and vested with respect to one-fourth of the shares on November 12, 2023; the remaining three-fourths of the shares will vest in equal monthly installments over the subsequent 36 months, subject to the reporting person's continued service.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Nesset Endre
C/O GAN LIMITED
10845 GRIFFITH PEAK DRIVE, SUITE 200
LAS VEGAS,, NV 89135


President, B2C

Signatures
/s/ Jeffrey H. Kuras, by Power of Attorney12/3/2024
**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 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).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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