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GameSquare Holdings, Inc. received an updated Schedule 13D/A from entities affiliated with John C. Goff, reflecting an internal redistribution of their stake. On May 22, 2026, Goff Jones Strategic Partners, LLC made a pro-rata distribution of its GameSquare common shares and warrants to its members, including JCG 2016 Holdings, LP.
After this distribution, Goff Jones no longer beneficially owns any GameSquare securities and ceases to be a reporting person, but the filing states that none of the reporting persons sold any securities and their pecuniary interests did not change. JCG 2016 Holdings, LP is the record holder of 4,102,505 common shares and 441,766 warrants, representing about 4.8% of common shares outstanding, based on 93,696,723 shares outstanding. Overall, John C. Goff is reported as beneficially owning 4,765,498 shares, or 5.1% of the class.
GameSquare Holdings reported first-quarter 2026 revenue of $14.5 million, up from $7.4 million a year earlier, but posted a net loss of $17.7 million, compared with a $7.2 million loss in 2025. The larger loss was driven mainly by $14.6 million of realized and unrealized losses on digital assets and its ETH fund.
As of March 31, 2026, GameSquare held $22.8 million of digital assets and $10.7 million in an ETH fund, while carrying a working capital deficiency of $5.7 million and an accumulated deficit of $180.0 million. Management discloses that these conditions create a material uncertainty that raises substantial doubt about the company’s ability to continue as a going concern.
During the quarter, GameSquare closed the TubeBuddy acquisition for a total preliminary purchase price of $3.2 million, paid via Series A-2 redeemable convertible preferred stock and contingent cash. It also continued integrating Click, expanded goodwill and definite-lived intangibles, and financed operations partly through $9.5 million of ETH-backed promissory notes collateralized by ETH. The company repurchased a total of 5.1 million common shares for $2.5 million under its buyback program. Common shares issued and outstanding were 95,761,215 as of March 31, 2026, and 93,696,723 were outstanding as of May 14, 2026.
GameSquare Holdings reported strong top-line growth but a much larger loss for Q1 2026. Revenue rose to $14.5 million, up 95% from Q1 2025, while gross margin slipped to 38.4% from 42.5%. The company posted a net loss of $17.7 million, compared with $7.2 million a year earlier, mainly due to a $14.6 million loss from changes in the fair value of digital assets and $1.1 million of TubeBuddy transaction costs.
Adjusted EBITDA loss improved to $1.1 million from $2.6 million, and on a proforma basis including TubeBuddy, revenue was $15.8 million with an adjusted EBITDA loss of $0.7 million. Management reaffirmed 2026 guidance for proforma revenue of $85–$90 million, gross margin of 35–40%, and adjusted EBITDA of more than $5 million.
GameSquare repurchased 2.07 million shares for $0.75 million in Q1 and has bought 7.35 million shares for $3.6 million since October 2025, leaving $11.4 million under its authorization. The company closed the TubeBuddy acquisition and added major creators expected to generate over $5 million in incremental annualized revenue. As of March 31, 2026, GameSquare held digital assets and cash totaling $35.9 million, including $2.4 million of cash and 15,502.70 ETH, highlighting meaningful exposure to digital asset price volatility.
Blue & Silver Ventures, Ltd., an entity associated with director representative Thomas L. Walker, reported a series of open-market purchases of GameSquare Holdings, Inc. common stock. Over April 22–27, it bought 2,234,364 shares at prices around $0.58–$0.60 per share.
After the latest trade, Blue & Silver Ventures directly holds 3,861,736 common shares. The filing also notes that its beneficial ownership figure now includes 4,131 shares that were omitted from prior Forms 4, updating the reported position.
Blue & Silver Ventures, Ltd. and Goff Jones Strategic Partners, LLC filed Amendment No. 2 to their Schedule 13D on GameSquare Holdings, Inc., reporting beneficial ownership of 8,955,011 shares of common stock, representing 9.5% of the class.
The filing explains that the percentage ownership for certain reporting persons decreased by more than 1%, driven by changes in GameSquare’s total shares outstanding and purchases of common stock by the reporting persons. The position includes common shares and warrants held directly by each entity and treats them as a potential "group" under Section 13(d), although group status is expressly not admitted.
GameSquare Holdings, Inc. is asking stockholders to vote at a virtual annual meeting on June 18, 2026. Investors will elect two Class II directors, ratify Kreston GTA as auditor for 2026, and cast a non-binding Say‑on‑Pay vote on executive compensation.
The key governance item is approval of a merger with a wholly owned subsidiary to adopt a restated Certificate of Incorporation that would eliminate supermajority voting to amend the charter, increase authorized common shares from 100,000,000 to 500,000,000, and declassify the Board so all directors stand for annual election beginning in 2027. Holders of common stock and Series A‑2 Preferred Stock vote together, with the Series A‑2 holding 19,300,000 aggregate votes subject to a 19.99% cap.
GameSquare Holdings director Jeremi Gorman increased her equity exposure through a mix of open-market buying and RSU activity. On September 19, 2025, she purchased 65,897 shares of common stock in the open market at $0.76 per share.
On December 4, 2025, 100,000 RSUs vested and settled into 100,000 common shares, and she received a one-time grant of 100,000 new RSUs under the Omnibus Equity Incentive Plan. Following these transactions, she directly holds 165,897 common shares and 100,000 RSUs, each RSU representing a right to one share of common stock.
GameSquare Holdings, Inc. is soliciting proxies for its virtual 2026 Annual Meeting to be held June 18, 2026 at 12:00 p.m. Central Time. Stockholders will vote on electing two Class II directors, ratifying Kreston GTA as auditor, a non-binding advisory Say-on-Pay, and a merger to restate the Certificate of Incorporation.
The proposed merger would (i) eliminate existing supermajority vote requirements, (ii) declassify the Board beginning with the 2027 annual meeting, and (iii) increase authorized common shares to 500,000,000. The record date is April 23, 2026 and proxy materials will be mailed on or about May 12, 2026.
GameSquare Holdings expanded its stock repurchase program from $5 million to $15 million, signaling confidence in its business and balance sheet. As of March 31, 2026, it had bought back 5.06 million shares for $2.5 million, an average price of about $0.49.
The company estimates that fully using the remaining authorization could retire roughly 40% of current common shares outstanding. The Board also amended the bylaws to lower the stockholder meeting quorum from a majority to one-third of eligible votes and set the 2026 annual meeting for June 18, 2026, with a record date of April 23, 2026.
GameSquare Holdings reported strong growth and its first positive adjusted EBITDA in the fourth quarter of 2025. Revenue for the quarter rose 142% year-over-year to $18.5 million, while gross margin expanded to 45.9%. Despite this, the company recorded a net loss from continuing operations of $28.2 million, driven largely by a $20.3 million loss on digital assets and a $12.1 million impairment expense, partly offset by a $7.4 million warrant liability gain.
Adjusted EBITDA turned positive at $1.7 million, or 9.4% of revenue, compared with a $3.1 million loss a year earlier. For full-year 2025, revenue increased to $45.0 million and the adjusted EBITDA loss narrowed to $4.6 million. On a proforma basis including TubeBuddy and Click, 2025 revenue would have been $66.6 million with an almost break-even adjusted EBITDA loss of $0.4 million.
The company repurchased 2.99 million shares for $1.7 million in the fourth quarter and 5.06 million shares for $2.5 million since October 2025. It acquired TubeBuddy in February 2026 to deepen its creator-focused software and data capabilities. GameSquare is reiterating 2026 guidance of $85–$90 million in revenue, 35%–40% gross margin, and over $5 million in adjusted EBITDA. At December 31, 2025, it held $52.0 million in digital assets, yield strategy interests and cash, equal to $0.53 per share.