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

Red Oak funds buy 2,149 Motorsport Games shares

A 10% owner associated with Red Oak Partners increased its indirect MSGM holdings with small open-market purchases on September 1, 2026.

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Motorsport Games Inc. (MSGM) had a significant stockholder, Red Oak Partners, LLC, report open-market purchases of Class A common stock on September 1, 2026. Through The Red Oak Fund, LP, an affiliated fund bought 1,406 shares at a weighted average price of $3.947 per share, bringing that fund’s indirect holding to 346,182 shares. Through The Red Oak Long Fund, LP, an affiliated long fund bought an additional 743 shares at the same weighted average price, increasing that fund’s indirect holding to 185,178 shares. The trades were executed in multiple lots between $3.91 and $3.95 per share, were not made under a Rule 10b5-1 trading plan, and the reporting persons disclaim beneficial ownership beyond their pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider Red Oak Partners, LLC
Role 10% Owner
Bought 2,149 shs ($8K)
Type Security Shares Price Value
Purchase Class A common stock F4, F1, F3 1,406 $3.947 $6K
Purchase Class A common stock F4, F2, F3 743 $3.947 $3K
Holdings After Transaction: Class A common stock — 346,182 shares (Indirect, By The Red Oak Fund, LP directly); Class A common stock — 185,178 shares (Indirect, By The Red Oak Long Fund, LP directly)
Footnotes (4)
  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 $3.91 to $3.95. 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.
Shares purchased (total) 2,149 shares Aggregate MSGM Class A shares bought on September 1, 2026 by affiliated funds
Shares purchased by The Red Oak Fund, LP 1,406 shares Open-market purchase of MSGM Class A common stock on September 1, 2026
Shares held by The Red Oak Fund, LP after transaction 346,182 shares Indirect MSGM Class A holding following the reported purchase
Shares purchased by The Red Oak Long Fund, LP 743 shares Open-market purchase of MSGM Class A common stock on September 1, 2026
Shares held by The Red Oak Long Fund, LP after transaction 185,178 shares Indirect MSGM Class A holding following the reported purchase
Weighted average purchase price $3.947 per share Average price for each of the two reported MSGM transactions
Trade price range $3.91–$3.95 per share Range of prices at which the individual MSGM trades were executed
weighted average purchase price financial
"The price reported ... 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"
beneficial ownership regulatory
"disclaims beneficial ownership of all securities reported herein"
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"

FAQ

What insider transactions in MSGM did Red Oak Partners report on this Form 4?
Red Oak Partners-related funds purchased 2,149 MSGM Class A shares on September 1, 2026, in open-market trades at a $3.947 weighted average price, increasing their indirect holdings through two limited partnerships.

How many MSGM shares did The Red Oak Fund, LP buy and now hold?
The Red Oak Fund, LP bought 1,406 MSGM shares on September 1, 2026, at a weighted average price of $3.947 per share, and now holds 346,182 shares of Motorsport Games Inc. Class A common stock indirectly reported by Red Oak Partners.

How many MSGM shares did The Red Oak Long Fund, LP buy and now hold?
The Red Oak Long Fund, LP bought 743 MSGM shares on September 1, 2026, at a weighted average price of $3.947 per share, and now holds 185,178 shares of Motorsport Games Inc. Class A common stock indirectly reported by Red Oak Partners.

Were the MSGM insider purchases by Red Oak Partners made under a Rule 10b5-1 plan?
No. The filing’s Rule 10b5-1 checkbox is marked false, and the footnotes do not state that these September 1, 2026 MSGM trades were executed pursuant to any Rule 10b5-1 or other pre-arranged trading plan.

What price range did the MSGM trades cover on this Form 4?
The reported MSGM trades were executed in multiple transactions at prices ranging from $3.91 to $3.95 per share, with the Form 4 disclosing a $3.947 weighted average purchase price for each of the two reported transactions.

Does Red Oak Partners claim full beneficial ownership of the reported MSGM shares?
No. The reporting persons disclaim beneficial ownership of all MSGM 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 or any other purpose.

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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)
09/01/2026		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 stock09/01/2026P1,406A$3.947(4)346,182IBy The Red Oak Fund, LP directly(1)(3)
Class A common stock09/01/2026P743A$3.947(4)185,178IBy 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 $3.91 to $3.95. 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 Sandberg09/03/2026
** 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