Signing Day Sports Announces Key Corporate Changes

TL;DR

SDS made big moves: new deals, exec changes, director elections. Big shakeup!

AI Summary

On October 16, 2024, Signing Day Sports, Inc. announced the entry into a material definitive agreement. The company also reported on the departure of directors or certain officers, the election of directors, and the appointment of certain officers, along with compensatory arrangements for these officers. The filing details these significant corporate events.

Why It Matters

This filing indicates significant shifts in the company's leadership and contractual agreements, which could impact its strategic direction and operational stability.

Risk Assessment

Risk Level: medium — Changes in executive officers and directors, along with new material agreements, can introduce uncertainty and potential execution risks.

Key Players & Entities

• Signing Day Sports, Inc. (company) — Registrant
• October 16, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common Stock, $0.0001 par value per share SGN NYSE Americ
• $175,000 — e Company's stock with a value equal to $175,000 for a role to be determined, and that M
• $50,000 — e Company's stock with a value equal to $50,000 with rights to purchase additional shar
• $25,000 — e Company's stock with a value equal to $25,000 through certain activities, and that Mc

Filing Documents

• ea0217927-8k_signing.htm (8-K) — 29KB
• ea021792701ex10-1_signing.htm (EX-10.1) — 60KB
• 0001213900-24-088526.txt ( ) — 273KB
• sgn-20241016.xsd (EX-101.SCH) — 3KB
• sgn-20241016_lab.xml (EX-101.LAB) — 33KB
• sgn-20241016_pre.xml (EX-101.PRE) — 22KB
• ea0217927-8k_signing_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On October 16, 2024, Signing Day Sports, Inc., a Delaware corporation (the "Company"), entered into a Settlement Agreement, Release of Claims, and Covenant Not To Sue, dated as of October 16, 2024 (the "GFS Settlement Agreement"), among the Company, Goat Farm Sports, LLC, a New Jersey limited liability company ("Goat Farm Sports"), Richard McGuinness ("McGuinness"), and Noel Mazzone ("Mazzone"). Prior to the execution of the GFS Settlement Agreement, the Draft Sponsorship Agreement, dated September 9, 2022, between the Company and Goat Farm Sports (the "Sponsorship Agreement"), contained a provision that the Company would provide McGuinness certain shares of the Company's stock with a value equal to $175,000 for a role to be determined, and that McGuinness would provide Mazzone with certain shares of the Company's stock with a value equal to $50,000 with rights to purchase additional shares of the Company's stock with a value equal to $25,000 through certain activities, and that McGuinness and Mazzone contemplated a separate agreement outlining such terms (the "Sponsorship Agreement Shares Obligation"). The GFS Settlement Agreement amended and restated this provision to provide that, subject to the approval of the board of directors of the Company (the "Board") or the Compensation Committee of the Board (the "Compensation Committee"), and the entry into a standard form of consulting agreement between the Company and McGuinness and a standard form of consulting agreement between the Company and Mazzone, a restricted stock award of 200,000 shares (the "McGuinness Restricted Shares") of the common stock, par value $0.0001 per share, of the Company ("common stock"), will be granted to McGuinness under the Signing Day Sports, Inc. Amended and Restated 2022 Equity Incentive Plan (the "Plan") for a consultant role to be determined, and a restricted stock award of 10,000 shares (the "Mazzone Restricted Shares") of comm

02 Departure of Directors or Certain

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On October 16, 2024, the Compensation Committee granted an award of 1,000,000 shares of common stock to Daniel Nelson, the Chief Executive Officer and Chairman and a director of the Company, and an award of 125,000 shares of common stock to Damon Rich, the Interim Chief Financial Officer of the Company, respectively, under the Plan, subject to the Company's standard form of restricted stock award agreement for the Plan.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description of Exhibit 10.1 Settlement Agreement, Release of Claims, and Covenant Not To Sue, dated as of October 16, 2024, among Signing Day Sports, Inc., Goat Farm Sports, LLC, Richard McGuinness, and Noel Mazzone 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 1

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, 2024 SIGNING DAY SPORTS, INC. /s/ Daniel Nelson Name: Daniel Nelson Title: Chief Executive Officer 2

View Full Filing

View this 8-K filing on SEC EDGAR