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Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
Entry into a Material Definitive Agreement. On June 1, 2026, Brag House Holdings, Inc. (the “Company”) entered into an Amendment No. 2 to Convertible Promissory Note (the “Amendment”), by and among the Company, House of Doge, Inc. (“House of Doge” and, collectively with the Company, the “Issuers”), and YA II PN, Ltd (the “Holder”), which amended that certain Promissory Note (the “Promissory Note”) by and among the Company, House of Doge and the Holder, dated December 4, 2025, as amended by Am…
Entry into a Material Definitive Agreement. As previously disclosed, Brag House Holdings, Inc. (the “ Company ”) has entered into a Merger Agreement, dated as of October 12, 2025, by and among the Company, Brag House Merger Sub, Inc., a Delaware corporation (“ Merger Sub ”), and House of Doge Inc., a Texas corporation (“ House of Doge ”), as amended pursuant to Amendment No. 1 thereto dated as of November 26, 2025, Amendment No 2. thereto dated as of February 2, 2026, and Amendment No. 3 ther…
Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in
Unregistered Sales of Equity Securities. The information set forth in
Entry into a Material Definitive Agreement. Securities Purchase Agreement On May 4, 2026, Brag House Holdings, Inc., a Delaware corporation (the “Company”), entered into a Purchase Agreement (the “Purchase Agreement”) with certain institutional investors (each, a “Purchaser” and collectively, the “Purchasers”), pursuant to which the Company agreed to issue and sell to the Purchasers, and the Purchasers agreed to purchase from the Company, Senior Secured Convertible Notes, each dated May 4, 20…
Entry into a Material Definitive Agreement. As previously disclosed, Brag House Holdings, Inc. (the “ Company ”) has entered into a Merger Agreement, dated as of October 12, 2025, by and among the Company, Brag House Merger Sub, Inc., a Delaware corporation (“ Merger Sub ”), and House of Doge Inc., a Texas corporation (“ House of Doge ”), as amended pursuant to Amendment No. 1 thereto dated as of November 26, 2025 and Amendment No 2. thereto dated as of February 2, 2026 (the “ Merger Agreemen…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As previously disclosed, on July 18, 2025, the Board of Directors (the “ Board ”) of Brag House Holdings, Inc. (the “ Company ”) issued, pursuant to the Company’s 2024 Omnibus Incentive Plan (the “ Plan ”), 223,556 stock options to Lavell Juan Malloy II (the Company’s CEO and Chairman of the Board) and 223,556 Options to Daniel Leibovich (the Compa…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Effective February 5, 2026, Chetan Jindal resigned from his position as Chief Financial Officer of Brag House Holdings, Inc. (the “Company”) in order to pursue other opportunities. Brag House wishes Mr. Jindal the best in his future endeavors. Effective February 5, 2026, the board of directors of the Company appointed Rene Rodriguez as the Company’…
Notice of Delisting of Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On January 6, 2026, Brag House Holdings, Inc. (the “ Company ”) received a deficiency letter (the “ Notice ”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“ Nasdaq ”) notifying the Company that, based upon the closing bid price of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”), for the last 30 consecutive business days, the Company…
Entry into a Material Definitive Agreement. On December 4, 2025, Brag House Holdings, Inc. (the “ Company ”) entered into an agreement (the “ Purchase Agreement ”) by and among the Company, House of Doge Inc., (“ HOD ”), and an institutional investor (the “ Investor ”). Under the terms and subject to the conditions set forth in the Purchase Agreement, the Company has the right, but not the obligation, to sell to the Investor, and the Investor is obligated to purchase, up to the lesser of (a)…
Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under
Neither this Form 8-K nor any exhibit attached hereto is an offer to sell or the solicitation of an offer to buy securities of the Company.
Entry into a Material Definitive Agreement. The Merger Agreement Brag House Holdings, Inc., a Delaware corporation (“ Brag House ” or “ Purchaser ”), has entered into a Merger Agreement dated as of October 12, 2025 (the “ Merger Agreement ”), by and among Purchaser, House of Doge, Inc., a Texas Corporation (“ House of Doge ” or the “ Company ”), and Brag House Merger Sub, Inc., a Delaware corporation and direct wholly owned subsidiary of Purchaser (“ Merger Sub ”). The Merger Agreement and th…
Entry into a Material Definitive Agreement. On September 2, 2025, Brag House Holdings, Inc. (the “ Company ”) entered into a securities purchase agreement (the “ Cash Purchase Agreement ”) with CleanCore Solutions, Inc. (“ CleanCore ”) pursuant to which the Company purchased pre-funded warrants to purchase 4,000,000 shares of CleanCore’s class B common stock (the “ Cash Pre-Funded Warrants ”) for a purchase price of $1.00 in cash per Cash Pre-Funded Warrant for a total purchase price of $4,00…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On August 19, 2025, Daniel Fidrya resigned from his position as a member of the board of directors (the “Board”) of Brag House Holdings, Inc. (the “Company”), effective immediately (the “Resignation”). Mr. Fidrya’s resignation did not arise as a result of any disagreement with the Company regarding the Company’s operations, policies or practices. O…
Unregistered Sales of Equity Securities. The information set forth in
Entry into a Material Definitive Agreement. On July 24, 2025, Brag House Holdings, Inc. (the “ Company ”) entered into a Securities Purchase Agreement (the “ Securities Purchase Agreement ”) with twelve accredited investors (the “ Investors ”) for a private investment in public equity (the “ PIPE Offering ”) of 15,000 shares of its Series B Convertible Preferred Stock par value $0.0001 per share (the “ Series B Preferred Stock ”) convertible into 15,923,567 shares of common stock, par value $…
Material Modification to Rights of Security Holders. Pursuant to the PIPE Offering, on July 25, 2025, as amended on July 30, 2025, the Company filed a Certificate of Designation of Series B Convertible Preferred Stock with the Secretary of State of the State of Delaware (collectively, the “ Certificate of Designation ”). Prior to the issuance of any Series B Preferred Stock shares, the Company filed an amendment to the Certificate of Designation on July 30 th to amend the voting rights to sta…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On July 18, 2025, the Board of Directors (the “ Board ”) of Brag House Holdings, Inc. (the “ Company ”) issued pursuant to the Company’s 2024 Omnibus Incentive Plan (the “ Plan ”) 223,556 stock options (the “ Options ”) to Lavell Juan Malloy II, 223,556 Options to Daniel Leibovich, and 50,000 Options to Chetan Jindal. The issuances were approved by…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Resignation of Directors On June 24, 2025, Michele Morrow resigned from her position as a member of the board of directors of Brag House Holdings, Inc. (the “ Company ”), effective immediately. Ms. Morrow’s resignation did not arise as a result of any disagreement with the Company regarding the Company’s operations, policies or practices. 1 SIGNATU…
Changes in Registrant’s Certifying Accountant. On June 10, 2025, Brag House Holdings, Inc. (the “Company”) was notified by Marcum LLP (“Marcum”) that Marcum resigned as the Company’s independent registered public accounting firm, in the context of Marcum’s business combination with CBIZ CPAs P.C. On November 1, 2024, CBIZ CPAs P.C. (“CBIZ”) acquired the attest business of Marcum. Substantially all of the partners and staff that provided attestation services with Marcum joined CBIZ. On June 10…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On May 27, 2025, Brag House Holdings, Inc. (the “ Company ”) received a deficiency letter (the “ Letter ”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“ Nasdaq ”) notifying the Company that it is not in compliance with periodic requirements for continued listing set forth in Nasdaq Listing Rule 5250(c)(1) (the “ Listing Rule ”) because the Company’s Quarterly Rep…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On May 15, 2025, Brag House Holdings, Inc. (the “ Company ”) received a deficiency letter (the “ Notice ”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“ Nasdaq ”) notifying the Company that, based upon the closing bid price of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”), for the last 30 consecutive business days, the Company is…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On April 17, 2025, Brag House Holdings, Inc., (the “Company”) received a letter (the “Letter”) from the Listing Qualifications Department of the Nasdaq Stock Market (“Nasdaq”) notifying the Company that it is not in compliance with periodic requirements for continued listing set forth in Nasdaq Listing Rule 5250(c)(1) (the “Listing Rule”) because the Company’s Annual Report on Form 10-K for th…
Entry into a Material Definitive Agreement. In connection with the initial public offering (the “Offering”) of the common stock, par value $0.0001 per share of Brag House Holdings, Inc. (the “Company”), described in the prospectus (the “Prospectus”), dated March 5, 2025, filed with the Securities and Exchange Commission pursuant to Rule 424(b) of the Securities Act of 1933, as amended, which Prospectus is deemed to be part of the Registration Statement on Form S-1, as amended (File No. 333-28…
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