[8-K] Motorsport Games Inc. Reports Material Event

Rhea-AI Filing Summary

Motorsport Games Inc. announced on August 13, 2025 that it issued a press release reporting its financial results for the fiscal quarter ended June 30, 2025 and posted related presentation materials to its website. The filing states the press release is furnished as Exhibit 99.1 and the presentation is furnished as Exhibit 99.2, and explicitly notes both are "furnished" rather than "filed" with the SEC, so they are not subject to Section 18 liabilities and are not incorporated by reference into other registration statements unless expressly stated.

The 8-K identifies the company as trading on Nasdaq under MSGM, reflects the emerging growth company checkbox, and is signed by CEO Stephen Hood. No financial figures or performance metrics are included in this report; those details are contained in the referenced press release and presentation exhibits.

Positive

• Press release and investor presentation were furnished to the SEC as Exhibits 99.1 and 99.2, providing timely disclosure of quarter-end results.
• Clear designation of furnished (not filed) limits Section 18 liability and clarifies incorporation status for investors.

Negative

• The 8-K contains no financial figures; investors must review Exhibits 99.1 and 99.2 for actual results and metrics.
• Furnished status limits legal recourse under Section 18, which may be relevant to users seeking enforceable disclosure statements in the filing itself.

Insights

Financial Analyst

TL;DR: Company furnished Q2 results and investor presentation; filing provides disclosure but no financial details in-line.

The 8-K communicates that Motorsport Games made its quarter-end results public via a press release and posted presentation materials, enhancing disclosure timing. The filing's clear statement that exhibits are "furnished" (not "filed") limits SEC Section 18 liability and means the numbers and narrative must be reviewed in the exhibits themselves. For analysts, this is a routine corporate disclosure that signals when and where to retrieve the detailed financials but does not by itself change the financial view.

Corporate Governance Expert

TL;DR: Procedurally standard 8-K; appropriate signature and exhibit listing, but limited substance within the body of the form.

The report follows standard Section 2.02 and Regulation FD practices by furnishing a press release and presentation and by identifying exhibits. The signature by the CEO indicates proper authorization. The filing notes the materials may be updated and are posted on the company website, which is important for ensuring investors access the latest version, but the 8-K itself contains no financial metrics or analysis.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): August 13, 2025

Motorsport Games Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-39868		86-1791356
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

5972 NE 4th Avenue Miami, FL		33137
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (305) 507-8799

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(s)		Name of each exchange on which registered
Class A common stock, $0.0001 par value per share		MSGM		The Nasdaq Stock Market LLC (The Nasdaq Capital Market)

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 2.02 Results of Operations and Financial Condition.

On August 13, 2025, Motorsport Games Inc. (the “Company”) issued a press release announcing its financial results for the quarter ending June 30, 2025. A copy of the Press Release is furnished as Exhibit 99.1 to this report. The Press Release is deemed to be “furnished” to the U.S. Securities and Exchange Commission (the “SEC”) and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The Press Release shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended (the “Securities Act”) or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 7.01 Regulation FD Disclosure.

On August 13, 2025, the Company posted on its website presentation materials related to the Company’s financial results for its fiscal quarter ending June 30, 2025 (the “Presentation”). A copy of the Presentation is attached to this Form 8-K as Exhibit 99.2 and it is incorporated by reference into this Item 7.01. These materials may be amended or updated at any time and from time to time through another Current Report on Form 8-K, a later Company filing, a later posting on the Company’s website or other applicable means. The Presentation is deemed to be “furnished” to the SEC and it shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section. The Presentation shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act or the Exchange Act, except as may be expressly set forth by specific reference in any such filing

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

	99.1	Press Release dated August 13, 2025
	99.2	Motorsport Games Inc. Presentation
	104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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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.

	Motorsport Games Inc.
Date: August 13, 2025	By:	/s/ Stephen Hood
		Stephen Hood
		Chief Executive Officer and President

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FAQ

What did Motorsport Games (MSGM) disclose in this 8-K?

The company furnished a press release announcing financial results for the quarter ended June 30, 2025 and posted an investor presentation, listed as Exhibits 99.1 and 99.2.

Are the press release and presentation "filed" with the SEC?

No. The filing states both exhibits are "furnished" rather than "filed", so they are not subject to Section 18 liabilities and are not incorporated by reference unless expressly stated.

Where can I find the detailed financial results for Q2 2025?

Detailed results are in the press release (Exhibit 99.1) and the presentation (Exhibit 99.2), which were furnished with this 8-K and posted on the company website.

Who signed the 8-K for Motorsport Games?

Stephen Hood, Chief Executive Officer and President, signed the report dated August 13, 2025.

Is Motorsport Games an emerging growth company?

Yes. The 8-K indicates the Emerging growth company checkbox was selected.