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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): February 25, 2026
Sports
Entertainment Gaming Global Corporation
(Exact
Name of Registrant as Specified in Its Charter)
| Delaware |
|
001-38508 |
|
No.
81-1996183 |
(State
or Other Jurisdiction
of
Incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
5049
Edwards Ranch Rd., 4th
Floor
Fort
Worth, Texas |
|
76109 |
| (Address
of Principal Executive Offices) |
|
(Zip
Code) |
(737)
787-3798
(Registrant’s
Telephone Number, Including Area Code)
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 (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 Exchange Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common
Stock, par value $0.001 per share |
|
SEGG |
|
The
Nasdaq Stock Market LLC |
| Warrants
to purchase one share of common stock, each at an exercise price of $2,300.00 |
|
LTRYW |
|
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 – Election of Directors.
On
February 25, 2026, the Board of Directors (the “Board”) of Sports Entertainment Gaming Global Corporation (the “Company”)
appointed Robert Stubblefield and Daniel Bailey to serve as members of the Board.
Mr. Stubblefield was
appointed as a Class II director with a term expiring at the Company’s 2027 annual meeting of stockholders or until his successor
is duly elected and qualified. Mr. Bailey was appointed as a Class III director with a term expiring at the Company’s 2028 annual
meeting of stockholders or until his successor is duly elected and qualified.
Mr. Stubblefield currently
serves as the Company’s Chief Financial Officer and Interim Chief Executive Officer and President. He has extensive experience
in corporate finance, public company governance, capital markets execution, and strategic transaction management. Since joining the Company,
Mr. Stubblefield has overseen capital structure initiatives, acquisition integration processes, and operational alignment efforts supporting
the Company’s transition to a focused sports, entertainment, and gaming platform.
The Board believes Mr.
Stubblefield’s financial leadership and operational continuity will further support disciplined capital allocation and execution
of the Company’s acquisition-driven growth strategy.
Mr.
Bailey is the CEO of Veloce Media Group (“Veloce”), a leading global digital motorsport and gaming media platform in which
the Company recently acquired a controlling interest. Mr. Bailey brings substantial experience across digital content strategy, esports
operations, commercial partnerships, and international brand expansion. During his tenure at Veloce, he has played a central role in
scaling global sponsorship relationships, expanding competitive racing platforms, and driving audience growth across key markets.
The
Board believes Mr. Bailey’s operating expertise and direct knowledge of Veloce’s global platform will support the Company’s
integration efforts and its broader strategy of building scalable, revenue-generating sports and entertainment assets.
As
previously disclosed in the Company’s Current Report on Form 8-K filed on February 23, 2026. Mr. Bailey was a party to the Share
Purchase Agreement entered into in connection with the Company’s acquisition of a controlling interest in Veloce. Pursuant to that
agreement, Mr. Bailey received consideration in connection with the sale of his equity interests in Veloce. The transaction constituted
a related party transaction under Item 404(a) of Regulation S-K and was disclosed in such prior filing. The Company does not have any
additional related party transactions with Mr. Bailey requiring disclosure under Item 404(a) of Regulation S-K.
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.
| |
Sports
Entertainment Gaming Global Corporation. |
| |
|
|
| |
By: |
/s/
Robert J. Stubblefield |
| |
Name: |
Robert
J. Stubblefield |
| |
Title: |
Interim
Chief Executive Officer |
March
2, 2026
