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  4. [Form 4] Motorsport Games Inc. Insider Trading Activity

Red Oak boosts Motorsport Games (NASDAQ: MSGM) stake with August buys

Filing Impact
(Moderate)
Filing Sentiment
(Positive)
Form Type
4

Rhea-AI Filing Summary

Motorsport Games Inc. (MSGM) reported that Red Oak Partners, LLC, a more-than-10% owner, filed a Form 4 showing indirect open-market purchases of Class A common stock through its affiliated funds. Over August 20–21, 2026, those funds bought a total of 28,355 shares at weighted average prices of $3.862 and $3.669 per share, in multiple trades within disclosed price ranges. The shares are held by The Red Oak Fund, LP and The Red Oak Long Fund, LP, and the reporting persons disclaim beneficial ownership beyond their pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider Red Oak Partners, LLC
Role 10% Owner
Bought 28,355 shs ($109K)
Type Security Shares Price Value
Purchase Class A common stock F5, F1, F3 3,410 $3.669 $13K
Purchase Class A common stock F5, F2, F3 1,802 $3.669 $7K
Purchase Class A common stock F4, F1, F3 17,949 $3.862 $69K
Purchase Class A common stock F4, F2, F3 5,194 $3.862 $20K
Holdings After Transaction: Class A common stock — 336,820 shares (Indirect, By The Red Oak Fund, LP directly); Class A common stock — 180,229 shares (Indirect, By The Red Oak Long Fund, LP directly)
Footnotes (5)
  1. F1. Red Oak Partners, LLC ("ROP") serves as the general partner of The Red Oak Fund, LP, a Delaware limited partnership (the "Fund"), the direct owner of the subject securities. David Sandberg is the managing member of ROP and the Fund's portfolio manager.
  2. F2. ROP serves as the general partner of The Red Oak Long Fund, LP, a Delaware limited partnership (the "Long Fund"), the direct owner of the subject securities. David Sandberg is the managing member of ROP and the Long Fund's portfolio manager.
  3. F3. Each Reporting Person disclaims beneficial ownership of all securities reported herein, except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the shares for purposes of Section 16 of the Securities and Exchange Act of 1934 or for any other purpose.
  4. F4. These transactions were executed in multiple trades at prices ranging from $3.80 to $3.90. The price reported in Column 4 of Table I reflects the weighted average purchase price. The reporting persons hereby undertake to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which each of the individual transactions was effected.
  5. F5. These transactions were executed in multiple trades at prices ranging from $3.60 to $3.875. The price reported in Column 4 of Table I reflects the weighted average purchase price. The reporting persons hereby undertake to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which each of the individual transactions was effected.
Total shares purchased 28,355 shares Aggregate open-market purchases of MSGM Class A common stock reported in this Form 4
Weighted average purchase price (August 20, 2026) $3.862 per share MSGM Class A purchases by affiliated funds on August 20, 2026
Price range (August 20, 2026 trades) $3.80 to $3.90 Multiple MSGM trades executed within this range; weighted average $3.862
Weighted average purchase price (August 21, 2026) $3.669 per share MSGM Class A purchases by affiliated funds on August 21, 2026
Price range (August 21, 2026 trades) $3.60 to $3.875 Multiple MSGM trades executed within this range; weighted average $3.669
Individual transaction shares (largest entry) 17,949 shares Single reported purchase of MSGM Class A stock on August 20, 2026 by The Red Oak Fund, LP
Net buy-sell direction net-buy of 28,355 shares Transaction summary shows only purchases and no sales in this Form 4
weighted average purchase price financial
"The price reported in Column 4 of Table I reflects the weighted average purchase price."
The weighted average purchase price is the average cost per share you paid across multiple buys, calculated so larger purchases count more than smaller ones. Imagine buying apples at different prices: the overall price you effectively paid depends on how many apples you bought at each price. Investors use it to measure true cost basis, calculate gains or losses, decide when to sell, and manage taxes and portfolio performance.
pecuniary interest financial
"except to the extent of their pecuniary interest therein, if any, and this report"
beneficial ownership regulatory
"disclaims beneficial ownership of all securities reported herein, except to the extent"
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.
Section 16 of the Securities and Exchange Act of 1934 regulatory
"for purposes of Section 16 of the Securities and Exchange Act of 1934 or"
more-than-10% owner regulatory
"Red Oak Partners, LLC is indicated as a more-than-10% owner of the issuer"

FAQ

What insider activity did MSGM disclose in this Form 4?
The filing shows Red Oak Partners, LLC, a more-than-10% owner, reported indirect open-market purchases of 28,355 MSGM Class A shares on August 20–21, 2026 through affiliated funds at weighted average prices of $3.862 and $3.669 per share.

Were the August 2026 MSGM insider purchases under a Rule 10b5-1 plan?
No. The Form 4 checkbox for Rule 10b5-1(c) trading plans is not marked as applicable, and the footnotes do not state that these MSGM transactions were executed pursuant to a pre-arranged Rule 10b5-1 plan.

Which entities actually hold the MSGM shares reported by Red Oak Partners?
The shares are held indirectly through The Red Oak Fund, LP and The Red Oak Long Fund, LP. Red Oak Partners, LLC is general partner of both funds, and David Sandberg is their portfolio manager, according to the footnotes.

Does Red Oak Partners claim full beneficial ownership of these MSGM shares?
No. The reporting persons expressly disclaim beneficial ownership of all securities reported, except to the extent of their pecuniary interest, and state that the report should not be deemed an admission of beneficial ownership for Section 16 purposes.

Were there any MSGM share sales by Red Oak in this Form 4?
No. The Form 4 reports four purchase transactions totaling 28,355 shares and shows no sales, gifts, exercises, or other dispositions of MSGM securities in this filing.

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

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Red Oak Partners, LLC
(Last)(First)(Middle)
40 SE 5TH STREET
SUITE 502
(Street)
BOCA RATON FLORIDA 33432
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Motorsport Games Inc. [ MSGM ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/20/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A common stock08/20/2026P17,949A$3.862(4)333,410IBy The Red Oak Fund, LP directly(1)(3)
Class A common stock08/20/2026P5,194A$3.862(4)178,427IBy The Red Oak Long Fund, LP directly(2)(3)
Class A common stock08/21/2026P3,410A$3.669(5)336,820IBy The Red Oak Fund, LP directly(1)(3)
Class A common stock08/21/2026P1,802A$3.669(5)180,229IBy The Red Oak Long Fund, LP directly(2)(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Red Oak Partners, LLC ("ROP") serves as the general partner of The Red Oak Fund, LP, a Delaware limited partnership (the "Fund"), the direct owner of the subject securities. David Sandberg is the managing member of ROP and the Fund's portfolio manager.
2. ROP serves as the general partner of The Red Oak Long Fund, LP, a Delaware limited partnership (the "Long Fund"), the direct owner of the subject securities. David Sandberg is the managing member of ROP and the Long Fund's portfolio manager.
3. Each Reporting Person disclaims beneficial ownership of all securities reported herein, except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the shares for purposes of Section 16 of the Securities and Exchange Act of 1934 or for any other purpose.
4. These transactions were executed in multiple trades at prices ranging from $3.80 to $3.90. The price reported in Column 4 of Table I reflects the weighted average purchase price. The reporting persons hereby undertake to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which each of the individual transactions was effected.
5. These transactions were executed in multiple trades at prices ranging from $3.60 to $3.875. The price reported in Column 4 of Table I reflects the weighted average purchase price. The reporting persons hereby undertake to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which each of the individual transactions was effected.
David Sandberg08/24/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR