SharpLink Gaming Files 8-K: Material Agreement & Other Events

TL;DR

SharpLink Gaming signed a big deal, filed financials. Keep an eye on this.

AI Summary

On October 15, 2025, SharpLink Gaming, Inc. entered into a material definitive agreement, the details of which are not fully disclosed in this filing. The company also reported other events and filed financial statements and exhibits. The filing was made on October 17, 2025.

Why It Matters

This filing indicates a significant development for SharpLink Gaming, Inc. with the execution of a material definitive agreement, which could impact its business operations and financial standing.

Risk Assessment

Risk Level: medium — The filing mentions a material definitive agreement, but lacks specific details, creating uncertainty about its implications.

Key Players & Entities

• SharpLink Gaming, Inc. (company) — Registrant
• October 15, 2025 (date) — Earliest event reported
• October 17, 2025 (date) — Filing date
• 333 Washington Avenue North, Suite 104, Minneapolis, Minnesota 55402 (address) — Principal executive offices
• (612) 293-0619 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common Stock, $0.0001 per share SBET The Nasdaq Stock Mar
• $17 — ommon Stock"). The price per Share was $17.00, and the gross proceeds from the Off
• $76.5 million — d offering expenses, were approximately $76.5 million. The Company intends to use the net pro
• $17.50 — of Common Stock at an exercise price of $17.50 (the "Premium Purchase Contract" and th
• $78.8 million — the Company will receive an additional $78.8 million in approximate aggregate gross proceeds

Filing Documents

• form8-k.htm (8-K) — 37KB
• ex4-1.htm (EX-4.1) — 96KB
• ex5-1.htm (EX-5.1) — 8KB
• ex10-1.htm (EX-10.1) — 225KB
• ex10-2.htm (EX-10.2) — 55KB
• ex99-1.htm (EX-99.1) — 17KB
• ex5-1_001.jpg (GRAPHIC) — 8KB
• ex99-1_001.jpg (GRAPHIC) — 4KB
• 0001493152-25-018379.txt ( ) — 709KB
• sbet-20251015.xsd (EX-101.SCH) — 3KB
• sbet-20251015_lab.xml (EX-101.LAB) — 33KB
• sbet-20251015_pre.xml (EX-101.PRE) — 22KB
• form8-k_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On October 15, 2025, SharpLink Gaming, Inc. (the "Company") entered into a securities purchase agreement (the "Purchase Agreement") with an institutional investor (the "Investor") to sell in a registered direct offering (the "Offering") an aggregate of 4,500,000 shares (the "Shares") of the Company's common stock, par value $0.0001 per share (the "Common Stock"). The price per Share was $17.00, and the gross proceeds from the Offering, before deducting the placement agent fees and offering expenses, were approximately $76.5 million. The Company intends to use the net proceeds received from the Offering to acquire Ether, the native cryptocurrency of the Ethereum blockchain commonly referred to as "ETH" as well as for general working capital purposes. Under the Purchase Agreement, the Company also granted the Investor 90-day premium purchase contracts, expiring on January 15, 2026, to purchase up to an additional 4,500,000 shares of Common Stock at an exercise price of $17.50 (the "Premium Purchase Contract" and the shares of Common Stock issuable upon exercise of the Premium Purchase Contracts, the "Premium Purchase Shares"). If the Premium Purchase Contracts are fully exercised, the Company will receive an additional $78.8 million in approximate aggregate gross proceeds. The Shares, Premium Purchase Contracts, and Premium Purchase Shares (collectively, the "Securities") were offered and sold pursuant to a prospectus, dated May 30, 2025, and a prospectus supplement, dated October 15, 2025, in connection with a takedown from the Company's effective shelf registration statement on Form S-3ASR (File No. 333-287708). The Purchase Agreement contains customary representations and warranties that the parties made to, and solely for the benefit of, each other in the context of all of the terms and conditions of that agreement and in the context of the specific relationship between the parties. The Purchase Agreemen

01 Other Events

Item 8.01 Other Events. Press Release On October 16, 2025, the Company issued a press release announcing the Offering. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 4.1 Form of Premium Purchase Contract 5.1 Opinion of Thompson Hine LLP, dated October 17, 2025 10.1 Form of Securities Purchase Agreement, dated October 15, 2025, by and between the Company and the Purchaser named therein. 10.2 Placement Agent Agreement 23.1 Consent of Thompson Hine LLP (included in Exhibit 5.1 above). 99.1 Press Release, dated October 16, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: October 17, 2025 SHARPLINK GAMING, INC. /s/ Rob Phythian Rob Phythian Co-Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR