| Item 1. | |
| (a) | Name of issuer:
Gambling.com Group Ltd |
| (b) | Address of issuer's principal executive offices:
22 GRENVILLE STREET, ST. HELIER, JERSEY, JE4 8PX |
| Item 2. | |
| (a) | Name of person filing:
(i) Charles Gillespie
(ii) Praetorium Limited |
| (b) | Address or principal business office or, if none, residence:
The address of the principal business office of Charles Gillespie is:
c/o Gambling.com Group Limited
22 Grenville Street
St. Helier, Jersey
Jersey JE 89X, Channel Islands
The address of the principal business office of Praetorium Limited is:
Harneys Fiduciary (Cayman) Limited
4th Floor, Harbour Place
103 South Church Street
Grand Cayman
PO Box 10240
KY1-1002
Cayman Islands |
| (c) | Citizenship:
(i) Charles Gillespie: Ireland
(ii) Praetorium Limited: Cayman Islands |
| (d) | Title of class of securities:
Ordinary Shares, no par value |
| (e) | CUSIP No.:
G3R239101 |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
(i) Charles Gillespie: 3,543,410 Ordinary Shares
(ii) Praetorium Limited: 3,367,176 Ordinary Shares |
| (b) | Percent of class:
(i) Charles Gillespie: 9.9% (percentage ownership is calculated based on 35,712,651 Ordinary
Shares outstanding as of June 30, 2025)
(ii) Praetorium Limited: 9.4% (percentage ownership is calculated based on 35,712,651 Ordinary
Shares outstanding as of June 30, 2025)
|
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
(i) Charles Gillespie: 176,234 Ordinary Shares
(ii) Praetorium Limited: 0 Ordinary Shares
|
| | (ii) Shared power to vote or to direct the vote:
(i) Charles Gillespie: 3,367,176 Ordinary Shares
(ii) Praetorium Limited: 3,367,176 Ordinary Shares
|
| | (iii) Sole power to dispose or to direct the disposition of:
(i) Charles Gillespie: 176,234 Ordinary Shares
(ii) Praetorium Limited: 0 Ordinary Shares
|
| | (iv) Shared power to dispose or to direct the disposition of:
(i) Charles Gillespie: 3,367,176 Ordinary Shares
(ii) Praetorium Limited: 3,367,176 Ordinary Shares
|
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
| |
Not Applicable
|
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
| |
Not Applicable
|
| Item 8. | Identification and Classification of Members of the Group. |
| |
Not Applicable
|
| Item 9. | Notice of Dissolution of Group. |
| |
Not Applicable
|
Rule 13d-1(b)
Rule 13d-1(d)