Insider joins Agassi Sports (AASP) $400,000 private stock sale

Rhea-AI Filing Summary

Agassi Sports Entertainment Corp. entered into two private Subscription Agreements with accredited investors, issuing 80,000 shares of restricted common stock at $5.00 per share for total proceeds of $400,000. One investor, the Boreta Lifetime Trust, whose trustee is CEO Ronald S. Boreta, purchased 50,000 shares for $250,000.

The company relied on exemptions from registration under Section 4(a)(2) and/or Rule 506 of Regulation D, as the securities were sold in a non-public offering to accredited investors. The shares were issued without general solicitation, have not been registered under the Securities Act, and no sales commissions were paid.

Insights

Equity capital markets analyst

Agassi raises $400,000 via a small insider-participated private placement.

Agassi Sports Entertainment Corp. completed a private sale of 80,000 restricted shares at $5.00 each, bringing in $400,000. This is a direct equity capital raise, increasing cash while modestly diluting existing shareholders, with terms negotiated privately with two accredited investors.

The Boreta Lifetime Trust, associated with CEO Ronald S. Boreta, acquired 50,000 shares for $250,000. Insider participation can align interests with outside investors, though it also concentrates ownership. The transaction used Regulation D exemptions, involved no sales commissions, and relied on a non-public, accredited-only structure.

8-K Event Classification

2 items: 1.01, 3.02

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 3.02 Unregistered Sales of Equity Securities Securities

The company sold equity securities in a private placement or other unregistered transaction.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): March 13, 2026

AGASSI SPORTS ENTERTAINMENT CORP.

(Exact Name of Registrant as Specified in its Charter)

Nevada		000-24970		88-0203976
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1120 N. Town Center Dr #160 Las Vegas, NV		89144
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (702) 400-4005

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 (see General Instruction A.2. below):

[ ] 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: None.

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 1.01. Entry into a Material Definitive Agreement.

Private Placement Subscriptions

On March 13, 2026, Agassi Sports Entertainment Corp. (the “Company”, “we” and “us”) entered into two Subscription Agreements with two accredited investors (the “Investors”), pursuant to which the Investors purchased an aggregate of 80,000 shares of restricted common stock from the Company, for $5.00 per share, or a total of $400,000. The Subscription Agreements included customary representations and warranties of the Investors and the Company.

One of the Investors was the Boreta Lifetime Trust, whose trustee is Ronald S. Boreta, the Company’s President, Chief Executive Officer and director. The Boreta Trust purchased 50,000 shares of restricted common stock for $5.00 per share or $250,000 in aggregate.

Item 3.02. Unregistered Sales of Equity Securities.

The information set forth in Item 1.01 above is incorporated by reference into this Item 3.02 in its entirety.

The Company claims an exemption from registration for the issuance of the shares to the Investors (as discussed in Item 1.01, above), pursuant to Section 4(a)(2) and/or Rule 506 of Regulation D of the Securities Act of 1933, as amended (the “Securities Act”), since the offer and sale of such shares did not involve a public offering and the recipients were “accredited investors” and had access to similar information as would be included in a registration statement under the Securities Act. The securities were offered without any general solicitation by us or our representatives. The securities offered have not been registered under the Securities Act and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements of the Securities Act. No sales commissions were paid in connection with the sales of these securities.

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. 

	Agassi Sports Entertainment Corp.
	By:	/s/ Ronald S. Boreta
Date: March 17, 2026	Name:	Ronald S. Boreta
	Title:	Chief Executive Officer

FAQ

What did Agassi Sports Entertainment Corp. (AASP) announce in this 8-K?

Agassi Sports Entertainment Corp. disclosed a private sale of 80,000 restricted common shares at $5.00 per share, raising $400,000 from two accredited investors. The transaction was conducted as a non-public offering relying on exemptions from Securities Act registration.

How much capital did AASP raise and at what share price?

The company raised $400,000 by issuing 80,000 restricted common shares at $5.00 per share. These funds come from two accredited investors through Subscription Agreements structured as a private placement rather than a public offering.

Did an insider participate in Agassi Sports Entertainment Corp.’s private placement?

Yes. The Boreta Lifetime Trust, whose trustee is CEO Ronald S. Boreta, purchased 50,000 shares of restricted common stock for $250,000. This insider-linked trust was one of the two accredited investors in the transaction.

Were the new Agassi Sports (AASP) shares registered with the SEC?

No. The newly issued shares were not registered under the Securities Act. Agassi used exemptions under Section 4(a)(2) and/or Rule 506 of Regulation D, limiting the offering to accredited investors in a non-public transaction without general solicitation.

Were any sales commissions paid in AASP’s $400,000 stock sale?

No. The company explicitly states that no sales commissions were paid in connection with the sale of these securities. This suggests the capital was raised directly from investors without paying broker or placement fees.

Who were eligible to buy shares in Agassi Sports’ private placement?

Only accredited investors participated in the offering. The company notes that the investors had access to information similar to a registration statement, and that no general solicitation occurred, supporting its reliance on Regulation D and Section 4(a)(2) exemptions.

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