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Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
Results of Operations and Financial Condition. On May 14, 2026, GameSquare Holdings, Inc. (the “Company”) issued a press release announcing its financial results for the three months ended March 31, 2026. A copy of such press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Current Report on Form 8-K furnished pursuant to Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchang…
Other Events. On April 10, 2026, the Board of Directors of the Company approved a $10 million increase in its stock repurchase program, bringing the aggregate amount that the Company may repurchase thereunder from $5 million to $15 million of its outstanding common stock. As of March 31, 2026, the Company has repurchased 5.06 million shares of its common stock for $2.5 million, representing an average repurchase price of approximately $0.49 since the Company’s initial repurchase program start…
Results of Operations and Financial Condition. On April 8, 2026, GameSquare Holdings, Inc. (the “Company”) issued a press release announcing its financial results for the three months ended December 31, 2025. A copy of such press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Current Report on Form 8-K furnished pursuant to Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exc…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously disclosed, on September 10, 2025, GameSquare Holdings, Inc. (the “Company”) received written notice from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that, for the then-preceding 30 consecutive business days, the bid price of the Company’s common stock had closed below the minimum $1.00 per share requirement for c…
Material Modification to Rights of Security Holders. The information set forth in
The issuance of the Series A-2 Preferred Stock was made in a private transaction exempt from the registration requirements of the Securities Act, in reliance on the exemptions afforded by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D promulgated thereunder. The Seller is an accredited investor as defined in Rule 501 under the Securities Act.
Entry into a Material Definitive Agreement. Asset Purchase Agreement and Preferred Stock Issuance On February 20, 2026, GameSquare Holdings, Inc. (the “Company” or “Parent”), TubeBuddy, Inc., a Delaware corporation and indirect wholly-owned subsidiary of the Company (“Buyer”), Ben Group, Inc., a Nevada corporation (“Ben Group”), and TubeBuddy, LLC, a California limited liability company (“TB LLC”, and together with Ben Group, “Seller”), entered into an asset purchase agreement (the “Asset Pur…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On February 2, 2026, GameSquare Holdings, Inc. (the “Company”) appointed Amaree Tanawong as Chief Operating Officer of the Company, effective immediately. Ms. Tanawong, age 45, has nearly two decades of experience leading strategy, finance, and operations across high-growth and dynamic media and technology organizations. She previously served as Vi…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On January 16, 2026, the Board of Directors (“Board”) of GameSquare Holdings, Inc. (the “Company”) appointed the Company’s current Chairman and Chief Executive Officer, Justin Kenna, as President of the Company, effective immediately. Mr. Kenna has served as a member of the Board and as the Company’s Chief Executive Officer since January 2021, and…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On December 31, 2025, in connection with the Separation Agreement, Mr. Schwartz resigned from all positions with the Company and its subsidiaries, including as a director, Chairman of the Board and President of the Company, effective as of that date. Mr. Schwartz’s resignation was not the result of any disagreement with the Company, the Board, or m…
Entry into a Material Definitive Agreement. On December 31, 2025, GameSquare Holdings, Inc. (the “Company”) entered into a Separation Agreement with Lou Schwartz, pursuant to which Mr. Schwartz resigned from all positions with the Company, including as Chairman and member of the Board of Directors (the “Board”) and the President of the Company, effective as of December 31, 2025 (the “Termination Date”). Under the terms of the Separation Agreement, the Company will pay Schwartz & Associates, P…
of this Current Report on Form 8-K and the Press Release attached hereto as Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Other Events. Final Court Approval of Derivative Litigation As previously reported in our Current Report on Form 8-K filed on April 22, 2025 (the “April 2025 Form 8-K”), GameSquare Holdings, Inc. (the “Company”), in connection with its prior acquisition of FaZe Holdings, Inc., assumed certain indemnification obligations, including financial responsibility for a portion of the judgement or settlement payment as outlined in the Stipulation and Agreement of Settlement, Compromise and Release (th…
Entry Into a Material Definitive Agreement The Equity Purchase Agreement On September 10, 2025, GameSquare Holdings, Inc., a Delaware corporation (“GameSquare”), entered into an Equity Purchase Agreement (the “Purchase Agreement”), by and among, (i) Emma Jane Holdings Pty Ltd as Trustee for the Emma Jane Trust, El Watkins Investments Pty Ltd as Trustee for the El Watkins Investment Trust, GM Watkins Pty Ltd as Trustee for the GM Watkins Trust, Matthew Palaje, individually, and Phiroz Austin,…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. Nasdaq Minimum Bid Price Notice On September 10, 2025, GameSquare received a letter (the “Minimum Bid Price Notice”) from the Nasdaq Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying GameSquare that for the last 30 consecutive business days, the closing bid price for GameSquare’s common stock (the “Common Stock”) has been below the minimum $1.00 per share re…
of Form 8-K. GameSquare has elected to voluntarily disclose this matter because it believes the information may be material to investors in understanding GameSquare’s operations, strategy, and future financial results. The Business Segment will be reported as discontinued operations in GameSquare’s financial statements in accordance with U.S. GAAP.
of this Current Report on Form 8-K and the Press Release attached hereto as Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Other Events On August 1, 2025, the Board of Directors (the “Board”) of the Company authorized a share repurchase program pursuant to which the Company may purchase shares of common stock, par value $0.0001 per share (the “Common Stock”) up to $5,000,000 worth of Common Stock. Under the repurchase program, GameSquare may purchase shares of its Common Stock on a discretionary basis from time to time through open market repurchases, in privately negotiated transactions, or other means, includin…
Regulation FD Disclosure Repurchase Program On August 4, 2025, GameSquare Holdings, Inc. (“GameSquare or the “Company”) issued a press release announcing the authorization of a share repurchase program, as described in greater detail in
The issuance of the Series A-1 Preferred Stock was made in a private transaction exempt from the registration requirements of the Securities Act of 1933, as amended (the “ Securities Act ”), in reliance on the exemptions afforded by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D promulgated thereunder. Subscriber is an accredited investor as defined in Rule 501 under the Securities Act.
Entry into a Material Definitive Agreement. On July 24, 2025, GameSquare Holdings, Inc., a Delaware corporation (the “ Company ”) entered into a Subscription Agreement (the “ Subscription Agreement ”) with Robert Leshner (“ Subscriber ”), pursuant to which Subscriber purchased from the Company 3,433.33 shares of Series A-1 Convertible Preferred Stock of the Company, par value $0.0001 per share (the “ Series A-1 Preferred Stock ”), in consideration for that certain Crypto Punk 5577 non-fungibl…
Entry into a Material Definitive Agreement. On July 17, 2025, GameSquare Holdings, Inc., a Delaware corporation (the “ Company ”), entered into an underwriting agreement (the “ Underwriting Agreement ”) with Lucid Capital Markets, LLC (the “ Underwriter ”) pursuant to which the Company will issue and sell to the Underwriter pursuant to the Underwriting Agreement 46,666,667 shares (the “ Shares ”) of common stock, par value $0.0001 per share (the “ Common Stock ”), at an offering price of $1.5…
Simultaneously with the closing of the Offering, pursuant to the Underwriting Agreement, the Company agreed to issue to the Underwriter and/or its designees, the Representative’s Warrants to purchase up to 5,366,666 shares of Common Stock (representing 10% of the aggregate number of Shares sold in the Offering, including the Option), as a portion of the underwriting compensation payable to the Underwriter in connection with the Offering. The Representative’s Warrants will be exercisable durin…
Entry into a Material Definitive Agreement. On July 8, 2025, GameSquare Holdings, Inc., a Delaware corporation (the “ Company ”), entered into an underwriting agreement (the “ Underwriting Agreement ”) with Lucid Capital Markets, LLC (the “ Underwriter ”) pursuant to which the Company will issue and sell to the Underwriter pursuant to the Underwriting Agreement 4,692,866 shares (the “ Shares ”) of common stock, par value $0.0001 per share (the “ Common Stock ”) and 3,728,188 pre-funded warran…
Simultaneously with the closing of the Offering, pursuant to the Underwriting Agreement, the Company agreed to issue to the Underwriter and/or its designees, the Representative’s Warrants to purchase up to 968,421 shares of Common Stock (representing 10% of the aggregate number of Shares and Pre-Funded Warrants sold in the Offering), as a portion of the underwriting compensation payable to the Underwriter in connection with the Offering. The Representative’s Warrants will be exercisable durin…
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