GameSquare (NASDAQ: GAME) delays 2025 shareholder vote after no quorum

Rhea-AI Filing Summary

GameSquare Holdings, Inc. filed an update explaining that its 2025 Annual Meeting of Stockholders, convened on October 7, 2025, was adjourned because there were not enough shares present or represented by proxy to form a quorum. No proposals were voted on at that time.

The Annual Meeting is scheduled to reconvene virtually on November 4, 2025 at 12:00 p.m. Central Time to consider the proposals described in the company’s proxy statement filed on September 7, 2025. The record date remains September 5, 2025, and proxies already submitted will be voted at the reconvened meeting unless revoked. The company is continuing to solicit votes, encouraging stockholders of record who have not yet voted to do so by October 31, 2025 at 11:59 p.m. Central Time.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Understanding 8-K Material Events →

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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): October 7, 2025

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 8.01. Other Events.

Annual Meeting Adjournment

On October 7, 2025 at 12:00 p.m., Central Time, the Company convened its 2025 Annual Meeting of Stockholders (the “Annual Meeting”). At that time, there were not present or represented by proxy a sufficient number of shares of the Company’s common stock to constitute a quorum. Accordingly, the Company adjourned the Annual Meeting without any business being conducted. The adjourned Annual Meeting will reconvene virtually on Tuesday, November 4, 2025 at 12:00 p.m., Central Time, to vote upon the proposals set forth in the definitive proxy statement on Schedule 14A filed by the Company with the Securities and Exchange Commission (the “SEC”) on September 7, 2025, as supplemented from time to time (the “Proxy Statement”). The close of business on September 5, 2025 will continue to be the record date for the determination of stockholders of the Company entitled to vote at the reconvened Annual Meeting.

Stockholders may vote in person at the Annual Meeting or by submitting a proxy for the Annual Meeting. Stockholders of the Company who have previously submitted their proxy or otherwise voted and who do not want to change their vote do not need to take any action. During the period of the adjournment, the Company will continue to solicit votes from its stockholders with respect to the proposals for the Annual Meeting.

The Company encourages all stockholders of record as of the close of business on September 5, 2025, who have not yet voted, to do so by October 31, 2025 at 11:59 p.m., Central Time. Notwithstanding the foregoing, any votes properly received before the close of the adjourned Annual Meeting on November 4, 2025 will be accepted. Proxies previously submitted in respect of the Annual Meeting will be voted at the reconvened Annual Meeting unless properly revoked.

Important Information

This document may be deemed to be solicitation material in respect of the Annual Meeting to be reconvened on November 4, 2025. The Company has filed the Proxy Statement with the SEC and has furnished to its stockholders the Proxy Statement in connection with the solicitation of proxies for the Annual Meeting. The Company advises its stockholders to read the Proxy Statement relating to the Annual Meeting because it contains important information. Stockholders may obtain a free copy of the Proxy Statement and other documents that the Company files with the SEC at the SEC’s website at www.sec.gov.

Participants in the Solicitation

The Company and its directors and executive officers and other employees may be deemed to be participants in the solicitation of proxies in respect of the adjourned Special Meeting. As previously disclosed, the Company has also engaged Laurel Hill Advisory Group, LLC, a proxy solicitation firm, to assist the Company in soliciting proxies in connection with the Annual Meeting.

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: October 7, 2025	By:	/s/ Justin Kenna
	Name:	Justin Kenna
	Title:	Chief Executive Officer and Director

FAQ

Why did GameSquare (GAME) adjourn its 2025 Annual Meeting?

The 2025 Annual Meeting of GameSquare Holdings, Inc. was adjourned on October 7, 2025 because there were not enough shares present or represented by proxy to constitute a quorum, so no business could be conducted.

When will GameSquare (GAME) reconvene its 2025 Annual Meeting?

The adjourned 2025 Annual Meeting of GameSquare Holdings, Inc. will reconvene virtually on November 4, 2025 at 12:00 p.m. Central Time.

What record date applies for voting at GameSquare’s reconvened 2025 Annual Meeting?

The record date for determining stockholders entitled to vote at the reconvened Annual Meeting of GameSquare Holdings, Inc. remains the close of business on September 5, 2025.

Do GameSquare stockholders need to vote again for the reconvened 2025 Annual Meeting?

GameSquare Holdings, Inc. states that stockholders who have already submitted a proxy or otherwise voted and do not want to change their vote do not need to take any action, as previously submitted proxies will be voted at the reconvened meeting unless properly revoked.

By when does GameSquare (GAME) encourage stockholders to vote for the 2025 Annual Meeting?

GameSquare Holdings, Inc. encourages stockholders of record as of September 5, 2025 who have not yet voted to do so by October 31, 2025 at 11:59 p.m. Central Time, although votes properly received before the close of the reconvened meeting on November 4, 2025 will be accepted.

Where can GameSquare (GAME) investors find the proxy statement for the 2025 Annual Meeting?

GameSquare Holdings, Inc. has filed its proxy statement for the 2025 Annual Meeting with the SEC. Stockholders can obtain a free copy from the SEC’s website at www.sec.gov.

Who is assisting GameSquare (GAME) with proxy solicitation for the 2025 Annual Meeting?

GameSquare Holdings, Inc. has engaged Laurel Hill Advisory Group, LLC, a proxy solicitation firm, to assist in soliciting proxies for the Annual Meeting.