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 * Hill Kyle 2. Date of Event Requiring Statement (MM/DD/YYYY)
5/21/2021 

3. Issuer Name and Ticker or Trading Symbol Troika Media Group, Inc. [TRKA]
(Last)       (First)       (Middle)
1227 11TH STREET - UNIT A
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)_____ Director                          ___X___ 10% Owner
___X___ Officer (give title below)        _____ Other (specify below)
Pres. of Redeeem Acquisition /
(Street)
SANTA MONICA, CA 90401      
(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)
Common Stock $0.001 per share  2771926 (1) 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 Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
(1)  Pursuant to the terms of the Lock-Up Agreement, dated May 21, 2021, 2,463,935 of these shares shall vest as follows; one-third on May 21, 2022; one-third on May 21, 2023; and one-third on May 21, 2024.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Hill Kyle
1227 11TH STREET - UNIT A
SANTA MONICA, CA 90401

X Pres. of Redeeem Acquisition

Signatures
/s/ Kyle Hill 6/15/2021
**Signature of Reporting Person Date
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