GameSquare: Goff ownership diluted to 3.3%

Holdings was the record holder of 55,221 warrants currently exercisable for common stock, in addition to 512,812 common shares.

Available on EDGAR 11/06/2026 - 04:06 PM EST Accepted by SEC EDGAR 11/06/2026 - 04:05 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

GameSquare Holdings, Inc. (GAME) reporting persons stated that they ceased to beneficially own more than 5% of the common stock on October 26, 2026, solely because additional shares issued by the company diluted their ownership percentages when the Contribution Agreement transactions closed. GameSquare had 18,131,385 common shares outstanding immediately after the closing.

John C. Goff and the Goff Family Trust each reported beneficial ownership of 595,686 shares, or 3.3%; Travis Goff reported 67,142 shares, or 0.4%. These reported positions overlap through related entities. Holdings, a reporting entity, was the record holder of 512,812 common shares and 55,221 warrants currently exercisable for common stock. The reporting persons disclaimed beneficial ownership except to the extent of any pecuniary interest.

Key Figures

Common shares outstanding: 18,131,385 shares Beneficial ownership reported by John C. Goff and the Goff Family Trust: 595,686 shares each; 3.3% each Beneficial ownership reported by Travis Goff: 67,142 shares; 0.4% +3 more

6 metrics

Common shares outstanding 18,131,385 shares Immediately following the October 26, 2026 closing transactions

Beneficial ownership reported by John C. Goff and the Goff Family Trust 595,686 shares each; 3.3% each Reported ownership positions overlap through related entities

Beneficial ownership reported by Travis Goff 67,142 shares; 0.4% As reported in the ownership table

Common shares held of record by Holdings 512,812 shares Holdings is a reporting entity

Warrants held by Holdings 55,221 warrants Currently exercisable for common stock

Common shares held of record by Family Investments 27,653 shares Family Investments is a reporting entity

Key Terms

beneficial ownership, record holder, currently exercisable, pecuniary interest, +1 more

5 terms

beneficial ownership regulatory

"ceased to be the beneficial owners of more than five percent"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

record holder financial

"Holdings is the record holder of 512,812 shares"

A record holder is the person or institution officially listed in a company’s books as the owner of shares, bonds or other securities on a specific date. Think of it like the name on the registration of a car: being the record holder determines who is eligible for dividends, voting at meetings, or other shareholder rights. Investors care because actions tied to a set date apply only to those recorded as owners.

currently exercisable financial

"warrants which are currently exercisable for Common Stock"

pecuniary interest regulatory

"except to the extent of his, her or its pecuniary interest therein"

exit filing regulatory

"constitutes an exit filing for each of the Reporting Persons"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Why did GAME reporting persons fall below 5% ownership?

They ceased to beneficially own more than 5% on October 26, 2026, solely because GameSquare issued additional common stock in connection with the closing of the Contribution Agreement transactions.

How many shares did Travis Goff report owning in GAME?

Travis Goff reported beneficial ownership of 67,142 shares, representing 0.4% of the class. The amendment also identifies him as the record holder of 50,052 common shares, options exercisable for 16,415 shares and warrants exercisable for 675 shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 7)

GameSquare Holdings, Inc.

(Name of Issuer)

Common Stock, par value of $0.0001

(Title of Class of Securities)

36468G202

(CUSIP Number)

Jennifer Terrell
3230 Camp Bowie Blvd., Suite 800
Fort Worth, TX, 76107
817-509-3958

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

10/26/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 36468G202

1

Name of reporting person

John C. Goff

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF, WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 595,686.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 595,686.00

11

Aggregate amount beneficially owned by each reporting person

595,686.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.3 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 36468G202

1

Name of reporting person

Travis Goff

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 67,142.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 67,142.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

67,142.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.4 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 36468G202

1

Name of reporting person

John C. Goff 2010 Family Trust

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

TEXAS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 595,686.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 595,686.00

11

Aggregate amount beneficially owned by each reporting person

595,686.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.3 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP Number(s): 36468G202

1

Name of reporting person

Goff Capital, Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

TEXAS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 27,653.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 27,653.00

11

Aggregate amount beneficially owned by each reporting person

27,653.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.2 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP Number(s): 36468G202

1

Name of reporting person

Goff Family Investments, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 27,653.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 27,653.00

11

Aggregate amount beneficially owned by each reporting person

27,653.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.2 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 36468G202

1

Name of reporting person

JCG 2016 Management, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

TEXAS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 568,033.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 568,033.00

11

Aggregate amount beneficially owned by each reporting person

568,033.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.1 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP Number(s): 36468G202

1

Name of reporting person

JCG 2016 Holdings, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

TEXAS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 568,033.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 568,033.00

11

Aggregate amount beneficially owned by each reporting person

568,033.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.1 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value of $0.0001
(b)	Name of Issuer: GameSquare Holdings, Inc.
(c)	Address of Issuer's Principal Executive Offices: 6775 Cowboys Way, Ste. 1335, Frisco, TEXAS , 75034.
Item 1 Comment: This Amendment No. 7 ("Amendment No. 7") is being filed by Goff Family Investments, LP ("Family Investments"), Goff Capital, Inc. ("Goff Capital"), John C. Goff 2010 Family Trust ("Goff Family Trust"), JCG 2016 Holdings, LP ("Holdings"), JCG 2016 Management, LLC ("Holdings GP"), Travis Goff and John C. Goff (each a "Reporting Person" and, collectively, the "Reporting Persons"), and amends and supplements the statement on Schedule 13D filed on April 20, 2023 (the "Original Schedule 13D"), as amended by Amendment No. 1 to the Original Schedule 13D, filed on October 23, 2023, Amendment No. 2 to the Original Schedule 13D, filed on March 11, 2024, Amendment No. 3 to the Original Schedule 13D, filed on August 30, 2024, Amendment No. 4 to the Original Schedule 13D, filed on March 11, 2025, Amendment No. 5 to the Original Schedule 13D, filed on August 22, 2025, and Amendment No. 6 to the Original Schedule 13D, filed on May 26, 2026 (the "Prior Amendments" and, together with the Original 13D and this Amendment No. 7, this "Schedule 13D") relating to the common stock, par value of $0.0001 (the "Common Stock"), of GameSquare Holdings, Inc. (the "Issuer"). This Amendment No. 7 is being filed to report the reduction of the percentage beneficially owned by each of the Reporting Persons below 5% solely as a result of the dilution due to the issuance of additional Common Stock by the Issuer, as announced by the Issuer on October 26, 2026 in connection with the closing of the transactions contemplated by that certain Contribution Agreement, dated Septmeber 8, 2026, by and among the Issuer and the other parties thereto.
Item 5.	Interest in Securities of the Issuer
(a)	Items 5(a) - 5(b) of the Schedule 13D is hereby amended and restated to read as follows: The response of the Reporting Persons to rows 7 through 13 on the cover pages of this Schedule 13D are incorporated by reference herein. Holdings is the record holder of 512,812 shares of Common Stock and 55,221 warrants which are currently exercisable for Common Stock, which represents approximately 3.1% of shares of Common Stock outstanding, based on 18,131,385 shares of Common Stock of the Issuer outstanding immediately following the closing transactions contemplated by the Contribution Agreement on October 26, 2026, plus 55,221 shares of Common Stock issuable upon the exercise of the warrants held by Holdings, 675 shares of Common Stock issuable upon the exercise of warrants held by Travis Goff, and 16,415 shares of Common Stock issuable upon the exercise of options held by Travis Goff. Travis Goff is the record holder of 50,052 shares of Common Stock, options which are currently exercisable for 16,415 shares of Common Stock, and warrants which are currently exercisable for 675 shares of Common Stock, which represents approximately 0.4% of shares of Common Stock outstanding. Family Investments is the record holder of 27,653 shares of Common Stock, which represents approximately 0.2% of shares of Common Stock outstanding. Goff Capital, as general partner to Family Investments, may be deemed to beneficially own the securities held of record by Family Investments. Holdings GP, as general partner to Holdings, may be deemed to beneficially own the securities held of record by Holdings. Goff Family Trust is the sole shareholder of Goff Capital and Holdings GP and may be deemed to beneficially own the securities held of record by Holdings and Family Investments. John C. Goff is the sole trustee of the Goff Family Trust, and consequently, he may be deemed to beneficially own the securities held of record by Holdings and Family Investments. Each of Holdings, Travis Goff, Family Investments, Goff Capital, Holdings GP, Goff Family Trust and John C. Goff disclaims beneficial ownership of all such securities except to the extent of his, her or its pecuniary interest therein, if any.
(e)	On October 26, 2026, the Reporting Persons ceased to be the beneficial owners of more than five percent of the outstanding Common Stock as a result of the increase in the number of outstanding shares of Common Stock described in this Item 5. The filing of this Amendment No. 7 constitutes an exit filing for each of the Reporting Persons.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

John C. Goff

Signature:	/s/ John C. Goff
Name/Title:	John C. Goff
Date:	11/06/2026

Travis Goff

Signature:	/s/ Travis Goff
Name/Title:	Travis Goff
Date:	11/06/2026

John C. Goff 2010 Family Trust

Signature:	/s/ John C. Goff
Name/Title:	Sole Trustee
Date:	11/06/2026

Goff Capital, Inc.

Signature:	/s/ John C. Goff
Name/Title:	Chief Executive Officer
Date:	11/06/2026

Goff Family Investments, LP

Signature:	/s/ John C. Goff
Name/Title:	Chief Executive Officer, Goff Capital, Inc., as General Partner
Date:	11/06/2026

JCG 2016 Management, LLC

Signature:	/s/ John C. Goff
Name/Title:	Chief Executive Officer
Date:	11/06/2026

JCG 2016 Holdings, LP

Signature:	/s/ John C. Goff
Name/Title:	Chief Executive Officer, JCG 2016 Management, LLC, as General Partner
Date:	11/06/2026