GameSquare Holdings Files Proxy Materials

TL;DR

GameSquare (formerly Engine Gaming) filed proxy docs. Keep an eye on shareholder votes.

AI Summary

GameSquare Holdings, Inc. filed a Definitive Additional Materials (DEFA14A) on October 21, 2025. This filing relates to the company's proxy statement and is not a preliminary filing. The company was formerly known as Engine Gaming & Media, Inc., Engine Media Holdings, Inc., and Torque Esports Corp., with name changes occurring in 2021, 2020, and 2020 respectively.

Why It Matters

This filing indicates ongoing corporate actions and communications with shareholders, which are crucial for understanding the company's governance and strategic direction.

Risk Assessment

Risk Level: low — This filing is a routine proxy statement, not indicating immediate financial distress or significant new risks.

Key Players & Entities

• GameSquare Holdings, Inc. (company) — Registrant
• Engine Gaming & Media, Inc. (company) — Former company name
• Engine Media Holdings, Inc. (company) — Former company name
• Torque Esports Corp. (company) — Former company name
• 20251021 (date) — Filing date

FAQ

Filing Documents

• formdefa14a.htm (DEFA14A) — 43KB
• 0001493152-25-018729.txt ( ) — 44KB

From the Filing

UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under §240.14a-12 GAMESQUARE HOLDINGS, INC. (Name of Registrant as Specified In Its Charter) Name of Person(s) Filing Proxy Statement, if other than the Registrant Payment of Filing Fee (Check the appropriate box): No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. Explanatory Note : On October 21, 2025, GameSquare Holdings, Inc. (the “Company”) issued the following press release in connection with the Company’s 2025 Annual Meeting of Stockholders. A copy of the press release can be found below. GameSquare Reminds Shareholders to Vote Ahead of November 4, 2025 Annual Meeting The Board of Directors Urges Shareholders to Vote by October 31, 2025 at 11:59 p.m., Central Time on Proxy Proposals ISS Recommends Shareholders Vote “FOR” on all Proposals Frisco, Texas, October 21, 2025 — GameSquare Holdings, Inc. (“GameSquare” or the “Company”) announced that it has rescheduled its Annual Meeting of Shareholders (the “Annual Meeting”) until November 4, 2025. The Annual Meeting was adjourned to provide shareholders with additional time to vote. Institutional Shareholder Services (ISS), an industry leading independent proxy advisory firm, has recommended that GameSquare’s shareholders vote “FOR” the Company’s four proposals, including approval of the merger agreement with the Company’s wholly owned subsidiary for the purpose of restating the Certificate of Incorporation to, among other things, increase the number of authorized shares, eliminate supermajority voting requirements to amend the Certificate of Incorporation, declassify the Board of Directors, and implement other non-material specified changes. Insiders and major shareholders, including the Jones and Goff families, members of management and board, Ryan Zurrer and Robert Leshner, have all voted in favor of the Company’s proposals, demonstrating their continued confidence in the Company’s strategy and long-term potential. YOUR VOTE IS IMPORTANT NO MATTER HOW MANY SHARES YOU HOLD. FOR ASSISTANCE WITH VOTING CONTACT Laurel Hill Advisory Group at 1-888.742.1305, or International at +1-416-304-0211, or email Jdepinto@laurelhill.com . “We’ve received strong support from many of our shareholders, as well as ISS, widely recognized as the industry’s leading independent proxy advisory firm. This underscores the strong merit of our proposals and the value they bring to shareholders,” said Justin Kenna, CEO of GameSquare. “A number of shareholders have already voted in favor of GameSquare’s proposals, but we need more shareholders to vote. The proposals are designed to position GameSquare for continued growth and value creation as we execute our vision for the future. Every vote matters, and I encourage all shareholders to take a few minutes to vote their shares today and make their voice heard,” Kenna concluded. Shareholders of record as of September 5, 2025, are advised to vote their shares well in advance of the proxy voting deadline of 11:59 p.m. CT, on October 31, 2025. T he proposals are included in the definitive proxy statement filed with the U.S. Securities and Exchange Commission on September 8, 2025. The proxy statement is available at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1714562/000164117225026855/formdef14a.htm THE BOARD OF DIRECTORS RECOMMENDS THAT SHAREHOLDERS VOTE FOR ALL DIRECTOR NOMINEES AND PROPOSED RESOLUTIONS. Key Proxy Proposal: Technical Statutory Merger The primary proposal this year is the approval of a statutory merger with a wholly owned subsidiary. GameSquare will remain the surviving entity. This is a technical reorganization only and not a new merger or acquisition. The purpose of the merger is to adopt a restated set of articles of incorporation. Approval of this proposal will allow GameSquare to: Modernize and simplify its governing documents Provide flexibility to support future growth and capital markets initiatives Align its governance framework with current best practices Other Proxy Proposals In addition to the statutory merger, shareholders are being asked to consider: Election of Directors with the expertise to provide strong oversight and leadership Ratification of Independent Auditors to reinforce confidence in GameSquare’s financial reporting Equity and Governance Matters that support attracting and re

View Full Filing

View this DEFA14A filing on SEC EDGAR