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    SharpLink Gaming Inc. filed SEC Form 8-K: Regulation FD Disclosure, Other Events

    6/13/25 8:05:43 AM ET
    $SBET
    Computer Software: Prepackaged Software
    Technology
    Get the next $SBET alert in real time by email
    false 0001981535 0001981535 2025-06-13 2025-06-13 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

    FORM 8-K

     

    CURRENT REPORT

    Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

     

    Date of Report (Date of earliest event reported):   June 13, 2025

     

    SHARPLINK GAMING, INC.

    (Exact name of registrant as specified in its charter)

     

    Delaware   001-41962   87-4752260
    (State or other jurisdiction
    of incorporation)
      (Commission
    File Number)
      (IRS Employer
    Identification No.)

     

    333 Washington Avenue North, Suite 104, Minneapolis, Minnesota   55402
    (Address of principal executive offices)   (Zip Code)

     

    Registrant’s telephone number, including area code:   (612) 293-0619

     

    Not Applicable

    (Former name or former address, if changed since last report.)

     

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

     

    ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
       
    ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
       
    ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
       
    ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

     

    Securities registered pursuant to Section 12(b) of the Act:

     

    Title of each class   Trading symbol   Name of each exchange on which registered
    Common Stock, $0.0001 per share   SBET   The Nasdaq Stock Market, LLC

     

     

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

     

    Emerging growth company ☐

     

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

     

     

     

     

     

     

    Item 7.01 Regulation FD Disclosure.

     

    On June 13, 2025, SharpLink Gaming, Inc. (the “Company”) issued a press release announcing the Company’s ETH holdings to date and gross proceeds from the Sales Agreement, dated May 30, 2025, between the Company and A.G.P./Alliance Global Partners, as Sales Agent (the “ATM Facility”). The press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated into this item 7.01 by reference.

     

    The information in this Item 7.01 of this Current Report on Form 8-K, including the information contained in Exhibit 99.1, is being furnished to the U.S. Securities and Exchange Commission, and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by a specific reference in such filing.

     

    Item 8.01 Other Events.

     

    ETH Update

     

    During the period from May 30, 2025 through June 12, 2025, the Company acquired 176,270.69 ETH for an aggregate purchase price of $462,947,816 (inclusive of fees and expenses) and an average purchase price per ETH of $2,626 (inclusive of fees and expenses). The purchases were made using the proceeds the Company received from its May 26, 2025 private placement offering and the ATM Facility as described herein. The Company engages in staking activities with respect to its ETH (“ETH Holdings”). As of June 13, 2025, over 95% of its ETH Holdings were deployed in staking, either through native or liquid staking (“Staking Activities”). As of June 13, 2025, the Company’s aggregate ETH Holdings were 176,270.69. This is an estimated amount that the Company would hold if the ETH allocated to Staking Activities was unstaked, and is not inclusive of any rewards generated to-date. The Company anticipates providing information regarding rewards generated from Staking Activities in future updates. We note that aspects of our Staking Activities may be subject to government regulation and guidance subject to change.

     

    At-the-Market Facility

     

    During the period from June 2, 2025 through June 12, 2025, the Company sold a total of 1,622,520 shares of the Company’s common stock, par value $0.0001 per share, for gross proceeds of approximately $79 million pursuant to the ATM Facility.

     

    Exhibit No.   Description
    99.1   Press Release, dated June 13, 2025
    104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

     

     

     

     

    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: June 13, 2025 SHARPLINK GAMING, INC.
       
      /s/ Rob Phythian
      Rob Phythian
      Chief Executive Officer

     

     

     

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