SLE Files Note Amendment: $5.95 Conversion Price and $1.19 Floor Price

Rhea-AI Filing Summary

Super League Enterprise, Inc. disclosed an amendment to a previously issued Secured Convertible Promissory Note with Yield Point NY, LLC. The amendment, dated September 30, 2025, revises the Note's Conversion Price to $5.95 (subject to adjustment under the Note) and the Floor Price to $1.19. All other terms of the Note remain unchanged. The amendment relates to the Note originally issued on July 10, 2025, under a Securities Purchase Agreement referenced in the companys July 14, 2025 filing. A copy of the amendment is filed as Exhibit 10.1 and is incorporated by reference.

Positive

• Conversion Price established: Amendment sets the Conversion Price at $5.95, providing clear conversion mechanics.
• Floor Price established: Amendment sets the Floor Price at $1.19, defining a minimum conversion threshold.
• Other terms unchanged: All other terms and conditions of the Note remain in full force and effect, per the filing.
• Exhibit filed: The Note Amendment is filed as Exhibit 10.1 and incorporated by reference, supporting disclosure completeness.

Negative

• None.

Insights

Financial Analyst

TL;DR Amendment sets explicit conversion and floor prices for the convertible note, clarifying potential equity conversion terms.

The Note Amendment formally establishes a $5.95 conversion price and a $1.19 floor price, while leaving other note terms intact. This is a material contractual change that affects the mechanics by which the note could convert into common stock. The filing references the original July 10, 2025 note and the related July 14, 2025 SEC filing for full context. No additional financial statement data, dilution calculations, or changes to maturity or interest terms are disclosed in this report.

Corporate Governance Expert

TL;DR The company executed a narrowly scoped amendment to a material financing instrument and filed the amendment as required.

The disclosure is concise and limited to the two amended pricing terms, indicating a focused renegotiation rather than a broader restructuring of the financing agreement. The company also incorporated the full amendment as an exhibit, which supports transparency. The report does not disclose negotiations, consent processes, or related-party considerations, so governance implications are not detailed in this filing.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

false 0001621672 0001621672 2025-09-30 2025-09-30

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): September 30, 2025

Super League Enterprise, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-38819	47-1990734
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

2450 Colorado Avenue Suite, 100E

Santa Monica, California 90404

(Address of principal executive offices)

(213) 421-1920

(Registrant’s telephone number, including area code)

Not Applicable

(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, par value $0.001 per share	SLE	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 1.01. Entry into a Material Definitive Agreement

On September 30, 2025, Super League Enterprise, Inc. (the “Company”) and Yield Point NY, LLC (the “Purchaser”), entered into Amendment No. 1 to the Secured Convertible Promissory Note (the “Note Amendment”), originally issued on July 10, 2025, pursuant to that certain Securities Purchase Agreement (the “Purchase Agreement”), by and between the Company and the Purchaser, dated therewith. Pursuant to the Note Amendment: (i) the “Conversion Price” was amended to $5.95, subject to adjustment as set forth in the Note; and (ii) the “Floor Price” was amended to $1.19. All other terms and conditions of the Note remain in full force and effect. For more information on the Note and the Purchase Agreement, please refer to our Current Report on Form 8-K, filed with the Securities and Exchange Commission on July 14, 2025.

The foregoing summary of the terms and conditions of the Note Amendment is qualified in its entirety by reference to the full text of the Note Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits Index

Exhibit No.		Description
10.1		Amendment No. 1 to Secured Convertible Promissory Note, dated September 30, 2025, by and between Super League Enterprise, Inc., and Yield Point NY, LLC
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 thereunto duly authorized.

	Super League Enterprise, Inc.
Date: September 30, 2025	By:	/s/ Clayton Haynes
		Clayton Haynes Chief Financial Officer

FAQ

What change did Super League Enterprise (SLE) make to its convertible note on September 30, 2025?

The company amended the Secured Convertible Promissory Note to set the Conversion Price at $5.95 and the Floor Price at $1.19.

Who is the counterparty to the Note Amendment reported by SLE?

The Note Amendment was entered into with Yield Point NY, LLC.

Are any other terms of the convertible note changed in this amendment?

No. The filing states that all other terms and conditions of the Note remain in full force and effect.

Where can I find the full text of the Note Amendment for SLE?

The Note Amendment is filed as Exhibit 10.1 to the Current Report and is incorporated by reference.

Does the filing disclose financial impacts or dilution calculations from the amendment?

No. The filing does not provide financial statement impacts, dilution calculations, or changes to maturity or interest terms.