Welcome to our dedicated page for Motorsport Games SEC filings (Ticker: MSGM), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Motorsport Games Inc. filings document the regulatory record for a Nasdaq-listed racing game developer and publisher with Class A common stock and warrant-related capital-structure matters. Recent Form 8-K reports cover operating and financial results, Regulation FD presentations, material agreements, a revolving credit facility, employment and compensation arrangements, and shareholder approvals affecting warrant exercisability.
Proxy materials and related 8-K disclosures describe annual meeting procedures, director elections, equity incentive plan proposals, auditor ratification, stockholder voting mechanics, quorum matters, and governance items. The filings also provide formal disclosure around share repurchase activity, rights of security holders, Nasdaq rules, and risk and covenant terms tied to financing agreements.
Motorsport Games Inc. is soliciting votes for its 2026 Annual Meeting of Stockholders to be held on April 17, 2026, at which holders will vote on director elections and four other proposals. The proxy seeks approval to increase the 2021 Equity Incentive Plan by 200,000 shares and to approve the exercise of warrants to purchase up to 949,310 shares of Class A common stock.
Stockholders of record as of February 27, 2026 may vote. The notice states there were 5,078,450 shares of Class A and 700,000 shares of Class B outstanding as of the Record Date; Class B shares carry ten votes per share.
Motorsport Games Inc. insider Mike Zoi, through Driven Lifestyle Group LLC, reported open-market sales of Class A common stock over three days under a pre-arranged Rule 10b5-1 trading plan adopted on December 31, 2025. The LLC sold 6,500 shares on March 2, 11,675 shares on March 3, and 40,535 shares on March 4, 2026, for a total of 58,710 shares. Reported weighted average prices were approximately $3.74, $3.77 and $4.03 per share, with actual trade prices within disclosed ranges around these averages. Following these transactions, the filing shows 1,336,264 Class A shares indirectly held through Driven Lifestyle Group LLC.
Motorsport Games Inc. major shareholder Driven Lifestyle Group LLC (formerly Motorsport Network) and its manager Mike Zoi filed an amended Schedule 13D updating their ownership and sale plans. They report beneficial ownership of 1,387,033 Class A shares, equal to about 27.3% of the outstanding Class A stock.
Together with 700,000 Class B shares that carry ten votes each, the reporting persons control 69.4% of the total voting power of Motorsport Games. On February 25, 26, 27 and March 2, 2026, Driven Lifestyle sold a total of 30,524 Class A shares under a pre-established Rule 10b5-1 trading plan adopted on December 31, 2025.
The Rule 10b5-1 plan covers 1,480,385 Class A shares and provides for sales at market prices beginning 31 days after adoption, subject to various termination conditions. Aside from these sales and the trading plan, the filers state they currently have no specific plans for corporate actions but reserve the right to buy or sell additional shares or change their intentions.
Motorsport Games Inc. disclosed that 10% owner Mike Zoi reported open-market sales of a total of 24,024 shares of Class A common stock by Driven Lifestyle Group LLC over three days. Weighted-average sale prices were reported around $3.52–$3.71 per share, with actual trades occurring in ranges from $3.40 to $3.93.
The transactions were executed under a pre-arranged Rule 10b5-1 trading plan adopted on December 31, 2025. After these sales, Driven Lifestyle Group LLC held 1,394,974 shares of Class A common stock, which are owned directly by the LLC and indirectly by Mike Zoi as its manager.
Motorsport Games Inc.’s major shareholder Driven Lifestyle Group LLC and Mike Zoi filed an amended Schedule 13D to update their ownership and trading plans. They now beneficially own 1,417,557 shares of Class A common stock, or 27.9% of that class, and also hold 700,000 Class B shares, giving them 69.7% of total voting power.
The amendment reports that Driven Lifestyle sold an aggregate 62,828 Class A shares on February 20, 23 and 24, 2026 under a pre‑arranged Rule 10b5‑1 trading plan adopted on December 31, 2025. That plan covers 1,480,385 Class A shares to be sold at market by a broker, with termination upon completion, certain corporate events, or after up to two years.
Motorsport Games Inc. entered into a new credit agreement with Citibank, N.A., obtaining a revolving line of credit of up to $3.0 million. The facility bears interest at Adjusted Term SOFR, with a 0.75% floor, plus 2.250%, and is documented by a promissory note maturing on February 20, 2027.
The company granted Citibank a lien on substantially all of its assets and agreed to financial covenants, including maintaining a Fixed Charge Coverage Ratio above 1.200 to 1.000 and a Cash Flow Leverage Ratio not exceeding 2.500 to 1.000. The agreement restricts additional liens and defines various events of default.
If a default occurs, Citibank may increase the interest rate by 3.00% and declare all amounts under the note immediately due and payable, giving the lender strong remedies tied to the company’s compliance with payment and covenant obligations.
Motorsport Games Inc. major shareholder Mike Zoi, through Driven Lifestyle Group LLC, reported indirect open-market sales of a total of 62,828 shares of Class A common stock across several days in late February 2026. The trades were executed under a Rule 10b5-1 trading arrangement adopted on December 31, 2025, meaning they were pre‑scheduled. Reported weighted average sale prices were around $3.29, $3.59, and $3.62 per share, with actual transaction prices ranging between $3.22 and $3.80. Following these sales, Driven Lifestyle Group LLC held 1,417,557 shares of Class A common stock, owned directly by the LLC and indirectly by Zoi as its manager.
Motorsport Games Inc. director John Delta reported buying company stock in December 2025. On December 11, 2025, he acquired 1,000 shares of common stock at $2.66 per share, followed by a purchase on December 12, 2025 of 4,000 shares at a weighted average price of $2.59 per share.
After these transactions, Delta beneficially owns 12,000 shares of Motorsport Games common stock in direct ownership. The Form 4 notes that the 4,000-share purchase was executed through multiple trades at prices ranging from $2.57 through $2.61, and that full trade details within this range will be provided upon request.
Motorsport Games Inc. (MSGM) reported stronger Q3 2025 results. Revenue rose to $3,100,018 from $1,802,946, and net income reached $768,537 versus a loss a year ago. Gross profit was $2,502,201 as operating expenses declined sharply, supporting a positive operating result.
For the nine months, revenue was $7,450,311 (up from $6,713,635) and net income totaled $6,029,322, reflecting settlements and improved profitability. Cash and cash equivalents increased to $4,128,690 from $859,271 at year-end, aided by a $2.35 million private placement completed in April. The company reported working capital of $3.0 million and stated it expects cash on hand will fund operations for at least one year from the date the financial statements are issued.
Deferred revenue rose to $1,111,835, indicating future performance obligations. As of November 6, 2025, shares outstanding were 5,078,450 Class A and 700,000 Class B. The quarter also reflected lower general and administrative and development costs, and continued amortization of finite-lived intangibles.