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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): August 5, 2026
Snail,
Inc.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-41556 |
|
88-4146991 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
Number) |
12049
Jefferson Blvd
Culver
City, CA 90230
(Address
of principal executive offices) (Zip Code)
+1
(310) 988-0643
(Registrant’s
telephone number, including area code)
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 |
| Class
A Common Stock, $0.0001 par value per share |
|
SNAL |
|
The
Nasdaq Stock Market LLC
(The
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.
Related
Party Agreements with Suzhou Snail
On
August 5, 2026, Snail, Inc. (the “Company”), through its wholly-owned subsidiary Interactive Films, LLC, entered into a Short
Drama Production Business Agreement with Suzhou Snail Digital Technology Co., Ltd. (“Suzhou Snail”) for technical development,
marketing, and commercial operation services related to the SaltyTV platform, covering the period from August 1, 2026 through July 31,
2027 for a total contract sum of $864,000, payable in four quarterly installments of $216,000 beginning September 30, 2026.
Mr.
Hai Shi, the Company’s Chief Executive Officer, Chief Strategy Officer, and Chairman of the Board of Directors, is the founder,
chair of the board of directors and former chief executive officer of Suzhou Snail, and Ms. Ying Zhou, a director of the Company and
the spouse of Mr. Shi, is a vice president and director of Suzhou Snail.
Also
on August 5, 2026, the Company, through its wholly-owned subsidiary Snail Games USA, Inc., entered into a Game Testing Service Agreement
with Suzhou Snail for functionality, compatibility, network, compliance, regression, and cross-platform game testing services, covering
the period from August 1, 2026 through July 31, 2027 for a total contract sum of $252,000, payable in four quarterly installments of
$63,000 beginning September 30, 2026.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
| |
SNAIL,
INC. |
| |
|
|
| Date:
August 11, 2026 |
By: |
/s/
Hai Shi |
| |
Name: |
Hai
Shi |
| |
Title: |
Founder,
Chief Executive Officer, Chief Strategy Officer and Chairman of the Board of Directors |
