Marquie Group (TMGI) transfers control in 1M-share deal for cash and golf assets

Rhea-AI Filing Summary

The Marquie Group, Inc. entered into a material purchase agreement that transfers control of the company to a new buyer. On September 18, 2025, the company and its majority shareholders agreed to issue one million shares of its stock, including the control shares, to Jeff Foster and GETGOLF., LLC in exchange for monetary compensation and certain golf-related assets.

The specific golf assets are detailed in a separate Assignment and Assumption Agreement between the parties dated September 29, 2025. This transaction combines a change in control with the addition of new golf assets to the business, indicating a potential strategic shift for the company.

Insights

Corporate transactions analyst

Marquie Group agrees to change control via 1 million-share deal for cash and golf assets.

The Marquie Group, Inc. and its majority shareholders agreed on September 18, 2025 to issue one million shares, including control shares, to Jeff Foster and GETGOLF., LLC. In return, the sellers receive monetary compensation and golf-related assets defined in an Assignment and Assumption Agreement dated September 29, 2025.

This structure combines a change in control with the contribution of golf assets into the corporate structure, which may signal a shift toward golf-focused operations or strategy. The filing does not quantify the monetary consideration or value of the assets, so the financial impact cannot be assessed from the excerpt alone.

Investors following TMGI may focus on future disclosures that detail the golf assets covered by the Assignment and Assumption Agreement and any subsequent changes to the company’s business description, governance, or capitalization that result from this control-share issuance.

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 →

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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): September 18, 2025

THE MARQUIE GROUP, INC.

(Exact Name of Registrant as Specified in Charter)

Florida	000-54163	26-2091212
(State of Other Jurisdiction	(Commission File	(IRS Employer
Of Incorporation)	Number)	Identification No.)

7901 4th Street North, Suite 4887 St. Petersburg, Florida	33702
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (800) 351-3021

 _________________________________________

(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

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

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.

The Marquie Group and its majority shareholders (the "Seller") have entered into a Purchase Agreement on September 18, 2025 with Jeff Foster and GETGOLF.COM, LLC (the "Buyer") whereby the Seller shall issue one million shares of its stock, including the control shares to Buyer, in exchange for monetary compensation, and certain golf assets described in the Assignment and Assumption Agreement, entered into on September 29, 2025 between Buyer and Seller.

Item 9.01      Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
10.1		Purchase Agreement
10.2		Assignment and Assumption Agreement
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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SIGNATURE

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.

	The Marquie Group, Inc.
Date: October 9, 2025	By:	/s/ Marc Angell
	Name:	Marc Angell
	Title:	Chief Executive Officer

3

FAQ

What agreement did The Marquie Group, Inc. (TMGI) enter on September 18, 2025?

The Marquie Group, Inc. and its majority shareholders entered into a Purchase Agreement with Jeff Foster and GETGOLF., LLC on September 18, 2025, described as a material definitive agreement.

How many shares are involved in The Marquie Group (TMGI) purchase agreement?

The seller agreed to issue one million shares of the company’s stock, including the control shares, to the buyer under the Purchase Agreement.

What does The Marquie Group (TMGI) receive in exchange for the one million shares?

In exchange for the one million shares, the seller receives monetary compensation and certain golf assets described in an Assignment and Assumption Agreement between the buyer and seller.

What is the Assignment and Assumption Agreement mentioned by The Marquie Group (TMGI)?

The Assignment and Assumption Agreement, dated September 29, 2025, is an agreement between the buyer and seller that specifies the golf assets being transferred as part of the overall transaction.

Does the transaction result in a change of control at The Marquie Group (TMGI)?

The agreement provides that the buyer will receive control shares as part of the one million shares issued, indicating a transfer of control of The Marquie Group, Inc. to the buyer.

Which parties are involved in The Marquie Group (TMGI) control-share transaction?

The transaction involves The Marquie Group, Inc. and its majority shareholders as the seller, and Jeff Foster together with GETGOLF., LLC as the buyer.