Signing Day Sports (NYSE: SGN) terminates at-the-market equity program

Rhea-AI Filing Summary

Signing Day Sports, Inc. has decided to end its at-the-market equity program with H.C. Wainwright & Co., LLC. The company sent a Notice of Termination on February 27, 2026, and the At The Market Offering Agreement will end on March 10, 2026. This agreement previously allowed the company to sell common stock from time to time, but no sales have been made under it since July 1, 2025. After termination, this particular channel for issuing new common shares will no longer be available.

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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 27, 2026

SIGNING DAY SPORTS, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-41863		87-2792157
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

8355 East Hartford Rd., Suite 100, Scottsdale, AZ		85255
(Address of principal executive offices)		(Zip Code)

(480) 220-6814

(Registrant’s telephone number, including area code)

(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
Common Stock, $0.0001 par value per share		SGN		NYSE American LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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 1.02 Termination of a Material Definitive Agreement.

As previously disclosed in a Current Report on Form 8-K filed by Signing Day Sports, Inc., a Delaware corporation (the “Company”), with the Securities and Exchange Commission on December 2, 2024 (the “Prior Form 8-K”), the Company entered into an At The Market Offering Agreement, dated as of December 2, 2024 (the “ATM Agreement”), by and between Signing Day Sports, Inc., a Delaware corporation (the “Company”), and H.C. Wainwright & Co., LLC (the “Sales Agent”), relating to the offer and sale, from time to time, of shares of the Company’s common stock, par value $0.0001 per share (“common stock”), subject to the terms and conditions set forth in the ATM Agreement.

On February 27, 2026, the Company delivered a Notice of Termination to the Sales Agent terminating the Sales Agreement as of March 10, 2026. No further offers or sales of common stock will be conducted under the ATM Agreement, and no such offers or sales have occurred since July 1, 2025.

A copy of the Sales Agreement was filed as Exhibit 10.1 to the Prior Form 8-K, and the description above is qualified in its entirety by reference to the full text of such exhibit.

1

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.

Date: March 2, 2026	SIGNING DAY SPORTS, INC.
	/s/ Daniel Nelson
	Name:	Daniel Nelson
	Title:	Chief Executive Officer

2

FAQ

What did Signing Day Sports (SGN) announce in this 8-K filing?

Signing Day Sports announced it is terminating its At The Market Offering Agreement with H.C. Wainwright & Co. The termination is effective March 10, 2026, and formally closes an equity sales program under which no stock had been sold since July 1, 2025.

When does Signing Day Sports’ ATM Agreement termination become effective?

The termination of Signing Day Sports’ At The Market Offering Agreement becomes effective on March 10, 2026. The company sent the Notice of Termination on February 27, 2026, ending its ability to sell common stock through that specific at-the-market arrangement after the effective date.

Who was the sales agent under Signing Day Sports’ ATM Agreement?

H.C. Wainwright & Co., LLC served as the sales agent under Signing Day Sports’ At The Market Offering Agreement. The firm was authorized to help the company sell common stock from time to time, subject to the agreement’s terms, until the company elected to terminate it.

Has Signing Day Sports recently sold stock under its ATM program?

Signing Day Sports has not sold any common stock under its At The Market Offering Agreement since July 1, 2025. Despite the agreement remaining in place, no further offers or sales occurred, and the company has now chosen to terminate the program effective March 10, 2026.

What type of security was covered by Signing Day Sports’ ATM Agreement?

The At The Market Offering Agreement covered shares of Signing Day Sports’ common stock with a par value of $0.0001 per share. This structure allowed the company to issue and sell common shares from time to time through H.C. Wainwright & Co. as sales agent.

Does the termination affect all future capital raising for Signing Day Sports (SGN)?

The termination only ends this specific At The Market Offering Agreement with H.C. Wainwright & Co. The filing notes no more offers or sales will occur under that agreement, but it does not address or restrict other potential capital-raising methods the company might pursue separately.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL SCHEMA FILE 3.0 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB