Welcome to our dedicated page for Brag House Holdings SEC filings (Ticker: TBH), 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.
The Brag House Holdings, Inc. (NASDAQ: TBH) SEC filings page on Stock Titan provides direct access to the company’s regulatory disclosures as it operates in electronic gaming and multimedia and pursues a merger with House of Doge, Inc. Brag House is a smaller reporting company and emerging growth company, and its filings offer insight into both its Gen Z-focused media technology gaming platform and its evolving capital structure.
Investors can review current reports on Form 8-K that describe material events, including the Merger Agreement with House of Doge and subsequent amendments to Brag House’s certificate of incorporation. One 8-K details the definitive merger agreement under which House of Doge will merge into a Brag House subsidiary, become a wholly owned subsidiary, and ultimately the majority shareholder, with Brag House to be renamed "House of Doge Inc." Another 8-K explains the creation of Series C Convertible Preferred Stock, which is tied to the merger and is convertible into common stock subject to ownership and voting limitations.
Users will also find registration statements and related amendments, such as S-1/A filings that discuss Brag House’s status as an emerging growth company, its Nasdaq listing under the symbol TBH, and resale registration for shares issued in private placements of preferred stock and warrants. These documents outline prior capital raises, warrant terms, and selling stockholder arrangements. In addition, a registration statement on Form S-4 has been filed in connection with the proposed merger, containing detailed information about the business combination and the fairness opinion obtained by Brag House.
Brag House’s periodic reports and notifications, including NT 10-Q filings, explain delays in quarterly report filings and provide narrative context about changes in results of operations following its IPO and subsequent financing transactions. Other 8-K filings cover governance changes, such as director appointments and resignations, and investment agreements like the purchase of pre-funded warrants in CleanCore Solutions, Inc.
On Stock Titan, these filings are supplemented by AI-powered summaries that highlight key terms—such as exchange ratios, preferred stock features, working capital arrangements for Brag House’s legacy gaming business, and conditions to closing the merger. Users can quickly locate annual and quarterly reporting forms when they are filed, as well as insider-related updates disclosed through current reports. This makes the TBH filings page a practical resource for understanding how Brag House structures its merger with House of Doge, manages its capital markets activities, and discloses material developments affecting shareholders.
Brag House Holdings, Inc. filed Amendment No. 1 to its annual report for the year ended December 31, 2025 to correct the date on the audit report from Marcum LLP, which is updated to May 7, 2025. No other financial statements or disclosures were changed.
The amended report shows Brag House generated no revenue in 2025, recorded a net loss of $15.9 million, and ended the year with $222,572 in cash and cash equivalents. Total assets were $14.8 million, largely driven by a related-party note and advances, while accumulated deficit reached $30.5 million. Auditors included a going concern explanatory paragraph, citing recurring losses, negative operating cash flow and the need to raise additional capital, even after an IPO, a $15 million PIPE financing, and a Yorkville funding facility.
Brag House Holdings, Inc. stockholders approved its Merger Agreement with House of Doge Inc., clearing the way for House of Doge to become a wholly owned subsidiary after the merger closes. All seven director nominees were elected, effective at the merger’s effective time.
Stockholders also authorized a large increase in common stock authorization from 250,000,000 to 2,000,000,000 shares and approved a reverse stock split at a ratio between one-for-five and one-for-fifty, to be set by the board. They backed Nasdaq-related proposals for issuing shares in the merger, including 9,000,000 shares for the CEO and COO and expanding the 2024 Omnibus Incentive Plan to 100,000,000 shares.
In addition, stockholders approved potential issuance of more than 20% of outstanding shares, or 3,957,838 shares, to YA II PN, LTD. under a $100.0 million equity purchase agreement and a convertible promissory note of up to $11.0 million, supporting future financing linked to the merger structure.
Brag House Holdings, Inc. entered into Amendment No. 3 to its Merger Agreement with Brag House Merger Sub, Inc. and House of Doge Inc. on March 26, 2026, which adjusts transfer restrictions on shares issued in the Merger and instructs the exchange agent to apply stop transfer orders or restrictive legends on those shares.
The Amendment (i) permits extension of existing transfer restrictions on former House of Doge stockholders, (ii) imposes similar restrictions on holders of vested House of Doge restricted stock units and links permitted transfers to Nasdaq trading volume the day prior to transfer, and (iii) extends the outside termination date for the Merger to May 29, 2026.
Brag House Holdings, Inc. entered into Amendment No. 3 to its Merger Agreement with House of Doge Inc. and Brag House Merger Sub, Inc. The amendment allows House of Doge to extend and expand transfer restrictions on Brag House common stock issued to its stockholders and to holders of vested House of Doge restricted stock units after the merger.
The restrictions can limit how many shares each former House of Doge securityholder may sell based on trading volume of Brag House common stock on the Nasdaq Stock Market LLC or other applicable exchange. Brag House will instruct the exchange agent to place stop transfer orders or restrictive legends on these shares. The amendment also extends the date after which either party may terminate the Merger Agreement if the transaction has not closed to May 29, 2026.
Brag House Holdings, Inc. files its annual report describing a high‑growth but unprofitable Gen Z gaming and media platform facing significant financial and listing challenges. The company reported a net loss of $15,890,509 in 2025 and an accumulated deficit of $30,538,211, and its auditors raise substantial doubt about its ability to continue as a going concern.
Brag House is pursuing a transformative merger with House of Doge Inc., under which House of Doge holders would receive securities convertible into about 663,250,176 common shares, making House of Doge the majority shareholder and renaming the company “House of Doge Inc.” The merger, expected to close by May 29, 2026 if conditions are met, has not yet been completed.
The company discloses a Nasdaq notice for failure to meet the $1.00 Minimum Bid Requirement, with an initial cure period to July 6, 2026, and warns of potential delisting if compliance is not regained. Brag House also details a $15 million July 2025 PIPE financing, a $4,000,000 cash investment in CleanCore Solutions, disputes and terminations with prior technology vendors, and the resignation of its CFO. Management highlights strong audience engagement growth, a heavily B2B‑driven revenue mix, and plans for subscription, data‑insights and SaaS products, while emphasizing numerous operational, execution and capital‑access risks.
Brag House Holdings, Inc. Chairman and CEO Malloy Lavell Juan II restructured his equity compensation on March 18, 2026. The company and the executive agreed to cancel stock options covering 570,778 shares of common stock and issue 570,778 restricted stock units (RSUs) instead.
The RSUs were fully vested and immediately exercisable, and were then converted into 570,778 shares of common stock at no cash cost. Following these transactions, Malloy held 980,851 shares of common stock directly. No open‑market purchases or sales occurred; this was a compensation and structure change.
Brag House Holdings, Inc. Chief Operating Officer Daniel Leibovich restructured his equity awards on March 18, 2026. The board approved canceling stock options covering 570,778 shares and issuing 570,778 fully vested restricted stock units instead, which were then converted into 570,778 shares of common stock at no cost. Following these non-market, compensation-related transactions, he directly holds 791,767 common shares.
Brag House Holdings, Inc. reported a change to equity compensation for its CEO, Lavell Juan Malloy II, and COO, Daniel Leibovich. On March 18, 2026, the Board approved cancellation of all outstanding stock options held by each Executive, covering 570,778 shares per Executive, or 1,141,556 shares in total. In their place, the company granted each Executive 570,778 fully vested Restricted Stock Units (RSUs) under the 2024 Omnibus Incentive Plan, again 1,141,556 RSUs in aggregate. The Board stated this two-step corrective action is intended to align with the original economic intent of their June 15, 2024 employment agreements and to avoid unnecessary tax burden or contingent cash liabilities for both the company and the Executives. On March 19, 2026, Brag House entered into RSU Award Agreements with each Executive to document these replacement grants.
Brag House Holdings, Inc. adjourned its special meeting of stockholders to reconvene virtually on April 7, 2026 at 2:00 p.m. Eastern Time to continue solicitation of proxies to approve a previously disclosed merger with House of Doge Inc..
At the meeting held March 16, 2026, stockholders approved an adjournment proposal by a vote of 8,907,331 for, 237,578 against, and 8,102 abstentions. The record date for voting remains January 27, 2026.