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Brag House Holdings Inc. SEC Filings

TBH NASDAQ

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.

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Brag House Holdings, Inc. entered into Amendment No. 2 to its Convertible Promissory Note with YA II PN, Ltd., extending the note’s maturity date from June 1, 2026 to July 31, 2026. As conditions for this extension, the issuers will pay the holder $100,000 as consideration and $200,000 toward the outstanding balance, and arrange for 9,000,000 ZONE Shares held by Dogecoin Ventures, Inc. to be deposited with a securities intermediary, with sale proceeds directed to the holder.

The company also approved and implemented a 1-for-8 reverse stock split of its common stock, effective at 5:00 a.m. Eastern Time on June 1, 2026. Every 8 issued and outstanding shares were combined into one share, with no change to the number of authorized shares or par value. Fractional shares will not be issued; affected stockholders will receive cash in lieu of fractional shares. Proportionate adjustments will be made to shares issuable under outstanding promissory notes and equity plans. The common stock continues to trade on the Nasdaq Capital Market under the symbol “TBH,” with a new CUSIP number.

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Charles Schwab Corp. reports an amended Form 144/A notification showing 287,338 common shares proposed for sale on 05/28/2024 tied to Employee Compensation. The filing lists the sale as by the issuer in an equity compensation context.

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Rhea-AI Summary

TBH submitted a Form 144 notice reporting proposed and historical sales of Common stock. The filing lists 287,338 shares tied to equity compensation with an action date of 05/28/2024. The excerpt also shows a sale by Malloy Family Trust of 69,444 shares on 04/23/2026 with a numeric entry of 49,989.69 adjacent to that row.

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Brag House Holdings, Inc. reported no revenue and a net loss of $1,532,905 for the three months ended March 31, 2026, compared with a loss of $1,067,673 a year earlier. Operating expenses rose to $1,886,049, driven mainly by higher legal, professional, and general and administrative costs.

Cash used in operating activities was $842,434, leaving cash and cash equivalents of just $138,130 at quarter‑end. Total assets were $12,332,391 and total liabilities were $10,219,490, resulting in stockholders’ equity of $2,112,901, down from $3,434,862 at December 31, 2025.

The company has generated minimal revenue since inception and explicitly states that recurring losses, negative operating cash flow, and dependence on external financing raise substantial doubt about its ability to continue as a going concern over the next twelve months. Management plans to fund operations through additional equity or debt and is pursuing a pending merger with House of Doge, supported by a large related‑party receivable and a Yorkville financing facility, but acknowledges there is no assurance of successfully securing the needed capital.

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Brag House Holdings, Inc. entered into Amendment No. 4 to its Merger Agreement with House of Doge Inc. on May 11, 2026, extending the outside termination date for the merger to June 30, 2026.

The Amendment modifies the timing condition in the previously disclosed Merger Agreement (originally dated October 12, 2025) and is filed as Exhibit 2.1 to the Current Report on Form 8-K.

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Brag House Holdings, Inc. entered into Amendment No. 4 to its Merger Agreement with House of Doge Inc. and Brag House Merger Sub, Inc. on May 11, 2026. This amendment changes the merger timeline but does not alter the basic structure of the planned transaction.

The amendment extends the date after which either Brag House or House of Doge can terminate the Merger Agreement if the merger has not closed, moving that outside deadline to June 30, 2026. House of Doge would remain the surviving company in the merger as a wholly owned subsidiary of Brag House if the deal is completed.

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Brag House Holdings, Inc. entered into a securities purchase agreement with institutional investors to issue senior secured convertible notes with an aggregate original principal amount of $2,500,000, sold at a 25% original issue discount for $1,875,000 in subscription proceeds. The notes bear interest at 12.0% per year, mature on February 4, 2027, and are convertible into common stock at $0.7101 per share, subject to adjustments and ownership limits.

The company will also issue 3,000,000 commitment shares of common stock as a fee, divided equally among three purchasers. The notes are secured by a second priority lien on substantially all company and subsidiary assets and are guaranteed by existing subsidiaries, subject to Yorkville’s consent. Net proceeds have been deposited with House of Doge, Inc. in anticipation of the planned merger, and Brag House agreed to register the resale of conversion shares and commitment shares under a registration rights agreement.

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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.

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FAQ

How many Brag House Holdings (TBH) SEC filings are available on StockTitan?

StockTitan tracks 48 SEC filings for Brag House Holdings (TBH), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Brag House Holdings (TBH)?

The most recent SEC filing for Brag House Holdings (TBH) was filed on June 4, 2026.