TBH 8-K: Board Member Michele Morrow Steps Down, Board Seat Vacant

Rhea-AI Filing Summary

Brag House Holdings, Inc. (Nasdaq: TBH) filed a Form 8-K disclosing the immediate resignation of board member Michele Morrow on 24 June 2025. The company states that Ms. Morrow’s departure was not due to any disagreement concerning operations, policies or practices. No other executive changes, financial data or strategic actions were reported in this filing.

• Event type: Director resignation (Item 5.02)
• Effective date: 24 June 2025
• Reason disclosed: No disagreements with the company
• Board/governance impact: One vacant seat; company did not announce a replacement in this filing

The filing is routine in nature and contains no financial statements, earnings figures or transactional details. Investors may monitor forthcoming disclosures for any additional changes to board composition or strategy.

Positive

• No disagreement cited: The company clarifies that the resignation did not stem from disputes, reducing concerns over internal conflicts.

Negative

• Loss of board member: Departure creates a temporary vacancy, potentially weakening governance until a qualified replacement is appointed.

Insights

Corporate Governance Expert

TL;DR: Routine resignation; negligible immediate financial impact but modest governance attention warranted.

Michele Morrow’s resignation removes one director from Brag House’s board without signaling internal conflict, as the company explicitly states no disagreements. Such departures are common and generally carry low market impact unless the individual held key committee roles or possessed unique industry expertise—information not provided here. The absence of replacement plans leaves a temporary gap in oversight, which may draw minor scrutiny from governance-focused investors. Overall, the event is neutral to valuation but worth tracking for potential follow-on board restructuring.

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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): June 24, 2025

Brag House Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-42525		87-4032622
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

45 Park Street,
Montclair, NJ 07042

(Address of principal executive offices)

Registrant’s telephone number, including area code: (413) 398-2845

N/A

(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		TBH		The Nasdaq Stock Market LLC

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Resignation of Directors

On June 24, 2025, Michele Morrow resigned from her position as a member of the board of directors of Brag House Holdings, Inc. (the “Company”), effective immediately.

Ms. Morrow’s resignation did not arise as a result of any disagreement with the Company regarding the Company’s operations, policies or practices.

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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: June 25, 2025	BRAG HOUSE HOLDINGS, INC.
	By:	/s/ Lavell Juan Malloy, II
	Name:	Lavell Juan Malloy, II
	Title:	Chief Executive Officer

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FAQ

Who resigned from Brag House Holdings (TBH) according to the 8-K?

Michele Morrow, a director, resigned effective 24 June 2025.

Did Michele Morrow’s resignation involve a disagreement with TBH management?

No. The filing states there was no disagreement regarding company operations or policies.

What section of the 8-K covers the resignation event?

Item 5.02 – Departure of Directors or Certain Officers.

Does the 8-K mention a replacement for the departing director?

No successor was announced in this filing.