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GameSquare Holdings (NASDAQ: GAME) awards RSUs and stock options to executives

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

GameSquare Holdings, Inc. approved equity compensation awards for senior executives effective July 10, 2026. The chief operating officer received a discretionary bonus of 50,000 restricted stock units (RSUs) under the 2024 Stock Incentive Plan. These RSUs vested in full on the grant date and were settled the same day in 50,000 shares of common stock, separate from compensation under her employment agreement.

The board also granted new stock options to the chief executive officer and chief financial officer covering 1,045,712 and 301,249 shares of common stock, respectively. These Option Awards cover the same number of shares as previously reported option awards that were not validly issued; the new grants do not reinstate those prior awards. Each Option Award vests with 62.5% of the shares vesting on July 10, 2026 and 37.5% on the first anniversary, subject to continued service.

Positive

  • None.

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  • None.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
COO RSU grant 50,000 RSUs Discretionary bonus award granted and vested on July 10, 2026
Shares issued to COO 50,000 shares Common shares issued on July 10, 2026 upon RSU settlement
CEO Option Award size 1,045,712 shares Shares underlying stock option granted July 10, 2026
CFO Option Award size 301,249 shares Shares underlying stock option granted July 10, 2026
Initial vesting tranche 62.5% Portion of each Option Award vesting on July 10, 2026
Second vesting tranche 37.5% Portion of each Option Award vesting on first anniversary of July 10, 2026
restricted stock units financial
"The award consists of 50,000 restricted stock units (“RSUs”)"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
2024 Stock Incentive Plan financial
"subject to the terms and conditions of the Company’s 2024 Stock Incentive Plan"
discretionary bonus financial
"The RSUs were granted as a discretionary bonus and are separate from"
Option Awards financial
"of the Company’s common stock, respectively (the “Option Awards”)"
Option awards are grants that give employees or directors the right to buy company shares at a preset price for a set period, like a voucher that lets you purchase stock later at today’s price. They matter to investors because exercising those options can increase the number of shares outstanding (dilution) and because they align staff incentives with stock performance, which can affect future profitability and share price.
vesting date financial
"subject to each of Mr. Kenna’s and Mr. Munoz’s continued service through the applicable vesting date"
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FAQ

What equity award did GameSquare (GAME) grant to its COO on July 10, 2026?
GameSquare granted its COO a discretionary bonus of 50,000 restricted stock units (RSUs) under the 2024 Stock Incentive Plan. All 50,000 RSUs vested on July 10, 2026 and were settled that day in 50,000 shares of common stock.

How many stock options did GameSquare (GAME) grant to its CEO and CFO?
GameSquare granted its CEO an option covering 1,045,712 shares and its CFO an option covering 301,249 shares of common stock. Both Option Awards were granted on July 10, 2026 under the company’s 2024 Stock Incentive Plan.

What is the vesting schedule for GameSquare (GAME) executives’ July 10, 2026 Option Awards?
Each Option Award vests 62.5% on July 10, 2026 and 37.5% on the first anniversary of that date. Vesting is conditioned on the CEO and CFO continuing to provide service through each applicable vesting date.

How do the new GameSquare (GAME) Option Awards relate to previously reported option grants?
The new Option Awards cover the same share amounts as earlier reported options that were not validly issued. The company states the July 10, 2026 grants are new awards and do not constitute reinstatement or reissuance of the prior grants.

Under which plan were GameSquare (GAME) 2026 equity awards granted?
Both the COO’s RSU bonus and the executives’ stock options were granted under GameSquare’s 2024 Stock Incentive Plan. The specific terms are set out in individual RSU and Option Agreements referenced as exhibits to the company’s current report.
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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): July 10, 2026

 

GameSquare Holdings, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware   001-39389   99-1946435

(State or Other Jurisdiction

of Incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

6775 Cowboys Way, Ste. 1335

Frisco, Texas, USA

   75034
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (216) 464-6400

 

N/A

(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 par value per share   GAME   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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

 On July 1, 2026, the Board of Directors of the Company (the “Board”), including the Compensation Committee, approved a discretionary equity award to the Company’s Chief Operating Officer, to be granted on July 10, 2026. The award consists of 50,000 restricted stock units (“RSUs”), with each RSU representing the right to receive one share of the Company’s common stock, subject to the terms and conditions of the Company’s 2024 Stock Incentive Plan, as amended and the applicable RSU Grant agreement (“Award Agreement”).

 

The RSUs were granted as a discretionary bonus and are separate from, and in addition to, any bonus or other compensation payable to the Chief Operating Officer pursuant to her previously disclosed employment agreement. All 50,000 RSUs vested in full on the grant date, July 10, 2026, and, subject to the terms of the Award Agreement, were settled through the issuance of 50,000 shares of the Company’s common stock on July 10, 2026.

 

The foregoing description of the RSU grant is qualified in its entirety by reference to the Award Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

On July 10, 2025, and December 3, 2025, the Board, including the Compensation Committee, approved grants to Justin Kenna, the Company’s Chief Executive Officer, and Michael Munoz, the Company’s Chief Financial Officer, of an option to purchase 1,045,712 shares and an option to purchase 301,249 shares of the Company’s common stock, respectively (the “Option Awards”), to be granted on July 10, 2026, pursuant to the Company’s 2024 Stock Incentive Plan. As previously disclosed in Forms 4 filed by Mr. Kenna and Mr. Munoz on July 15, 2025, and Forms 4/A subsequently filed by Mr. Kenna and Mr. Munoz on November 14, 2025, the Company previously reported the grant of option awards covering the same number of shares underlying the Option Awards; however, such previously reported awards were not validly issued. Accordingly, the Option Awards granted on July 10, 2026, constitute new grants and do not represent the reinstatement or reissuance of the previously reported awards.

 

The Option Awards vest as follows, subject to each of Mr. Kenna’s and Mr. Munoz’s continued service through the applicable vesting date: (i) 62.5% of the shares subject to the applicable Option Award vest on July 10, 2026, and (ii) 37.5% of the shares subject to the applicable Option Award vest on the first anniversary of July 10, 2026.

 

The foregoing description of the Option Awards is qualified in its entirety by reference to the Option Agreements, copies of which are filed as Exhibits 10.2 and 10.3 to this Current Report on Form 8-K and are incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits:

 

Exhibit No.   Description
10.1   Restricted Share Unit Grant, dated July 10, 2026, between the Company and Amaree Vichairattanawong.
10.2   Option Agreement, dated July 10, 2026, between the Company and Justin Kenna.
10.3   Option Agreement, dated July 10, 2026, between the Company and Michael Munoz.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  GAMESQUARE HOLDINGS, INC.
  (Registrant)
     
Date: July 15, 2026 By: /s/ Justin Kenna
  Name:  Justin Kenna
  Title: Chief Executive Officer, President, and Chairman

 

 

 

Source: View Original Filing on SEC EDGAR

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