Welcome to our dedicated page for VIP PLAY SEC filings (Ticker: VIPZ), 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 VIP Play, Inc. (OTCQB: VIPZ) SEC filings page on Stock Titan provides access to the company’s official disclosures as filed with the U.S. Securities and Exchange Commission. These documents offer detailed insight into VIP Play’s capital structure, financing arrangements, governance decisions, and operational events as it develops its AI-first sports entertainment and mobile sports wagering business.
Recent Forms 8-K describe a First Amended and Restated Discretionary Convertible Revolving Line of Credit Demand Note with Excel Family Partners, LLLP, including the maximum principal amount, fixed annual interest rate, demand repayment terms, and Excel’s option to convert outstanding indebtedness into common stock at a price based on the lowest recent share sale. Additional 8-K filings outline amendments to the company’s 2023 stock plan, the introduction of restricted stock units, and equity awards to executives, providing context on incentive structures and potential dilution.
Other filings cover board and officer changes, such as the expansion of the board and the election of the Chief Executive Officer as a director, as well as disclosures about a software defect that led to unauthorized player withdrawals and the company’s remediation steps. An 8-K also details the termination of a Casino and Sportsbook Online Operations Agreement in West Virginia and VIP Play’s position regarding a demanded early termination penalty.
On Stock Titan, these filings are updated as they appear on EDGAR, and AI-powered summaries help explain the key points in accessible language. Users can review current and historical 8-Ks and related exhibits to understand VIP Play’s financial obligations, governance actions, and material events that may affect VIPZ shareholders and stakeholders.
VIP Play, Inc. reports results for the quarter and nine months ended March 31, 2026, showing a small asset base against heavy debt and continued losses. Total assets were $3,766 thousand, while liabilities reached $42,322 thousand, leaving stockholders’ deficit at $38,556 thousand.
The company recorded a net loss of $11,423 thousand for the quarter and $7,137 thousand for the nine-month period, driven by a net gaming loss, $2,093 thousand of quarterly operating expenses, and a $8,148 thousand loss from changes in derivative fair value. A related-party line of credit totaled $28,075 thousand, and derivative liabilities were $8,335 thousand.
Management discloses an accumulated deficit of $70,265 thousand, negative operating cash flows of $7,220 thousand for the nine months, and states that these conditions raise substantial doubt about the company’s ability to continue as a going concern. The filing also notes an unresolved dispute over a terminated West Virginia market access agreement and approximately $200 thousand in unauthorized player withdrawals from a software defect, of which about $30 thousand has been recovered.
VIP Play, Inc. filed an amended current report that removes prior disclosure about proposed executive stock option grants that have not been formally approved under its 2023 Stock Plan and restates the original filing. The amendment keeps the description of the discretionary convertible revolving line of credit with Excel Family Partners, controlled by director Bruce Cassidy. The Note allows borrowing up to $14,000,000; VIP Play had $12,097,000 outstanding when it was entered and drew an additional $1,500,000 in six loans from January 9 through February 13, 2026. As of February 19, 2026, total principal outstanding is $23,286,313, accruing interest at a fixed annual rate of 12.0%, with a possible default rate two percentage points higher and a right for Excel to convert debt to common shares at 80% of the “Lowest Recent Price.”
VIP Play, Inc. details increased borrowing under a related-party convertible credit arrangement. The company previously entered into a First Amended and Restated Discretionary Convertible Revolving Line Of Credit Demand Note with Excel Family Partners in a principal amount of up to $14,000,000, controlled by its secretary and sole director, Bruce Cassidy. The outstanding principal was $12,097,000 when the note was signed, and VIP Play borrowed an additional $1,214,313 across seven draws between February 20 and April 17, 2026, bringing total outstanding principal to $24,500,626 as of April 20, 2026. The debt bears fixed interest of 12.0% per year, is payable on demand, and may be converted at Excel’s option into common stock at 80% of the “Lowest Recent Price,” with anti-dilution and reorganization adjustments described in the note.
VIP Play, Inc. describes increased borrowing under a discretionary convertible credit line with Excel Family Partners, an entity controlled by its secretary and sole director, Bruce Cassidy. The outstanding principal on this insider credit facility rose to $23,286,313 as of February 19, 2026, accruing interest at 12% per year and payable on demand.
Excel may convert any or all of the debt into common shares at a price equal to 80% of the “Lowest Recent Price,” with a floor of $0.50 per share if no stock sales occurred in the prior 12 months, and the terms include customary anti-dilution and reorganization adjustments. Separately, the board granted VP of Operations John Dermody options to buy 1,500,000 shares, vesting over four years under the company’s 2023 Stock Plan.
VIP Play, Inc. reported quarterly results for the period ended December 31, 2025, showing net income of $7.8 million for the quarter and $4.3 million for the six months, mainly from an $11.1 million non‑cash gain on derivative liabilities.
The core business remains weak, with gaming revenue of $72,000 for the quarter and a loss from operations of $2.4 million for the quarter and $5.3 million for six months. Cash was $241,000 plus $58,000 reserved for users, against a related‑party line of credit balance of $25.7 million and total stockholders’ deficit of $27.3 million.
The company discloses an accumulated deficit of $58.8 million, negative operating cash flow of $5.0 million for six months, and states that these conditions raise substantial doubt about its ability to continue as a going concern. VIP Play obtained interim approval for West Virginia i‑Gaming and sports wagering licenses but has not started operations there and is contesting a notice of termination and early termination fee under its West Virginia market access agreement.
VIP Play, Inc. describes its use of a discretionary convertible revolving line of credit with Excel Family Partners, a partnership controlled by its secretary and sole director, Bruce Cassidy. The note allows borrowing up to $14,000,000 at a fixed 12.0% annual interest rate, payable on demand, with Excel deciding whether to fund any loans.
As of March 31, 2025, outstanding principal under the note was $12,097,000, and the company drew an additional $1,121,000 between December 12, 2025 and January 2, 2026. As of January 5, 2026, total outstanding principal is $21,786,313. Excel may elect to convert any or all of this debt into common shares at 80% of the “Lowest Recent Price,” defined as the lowest share sale price in the prior 12 months or $0.50 per share if no sales occurred. A default triggers an interest rate increase to 2.0 percentage points above the fixed rate.
VIP Play, Inc. reports updated borrowing activity under its discretionary convertible revolving line of credit with Excel Family Partners, a related party controlled by its secretary and sole director, Bruce Cassidy. The note allows borrowing of up to $14,000,000, carries a fixed annual interest rate of 12.0%, and is payable on demand.
As of the note’s execution date, total principal outstanding was $12,097,000, and the company borrowed an additional $1,008,270 in five draws from October 31 through November 26, 2025. As of December 3, 2025, aggregate principal outstanding under the note is $20,665,313. Excel may elect to convert any portion of the debt into common shares at a price equal to 80% of the “Lowest Recent Price,” with a floor of $0.50 per share if no sales occurred in the prior 12 months. The note also provides for proportional adjustments in the event of stock splits, combinations, reorganizations, or mergers.
VIP Play, Inc. obtained written consent from holders of about 66% of its voting power in lieu of an annual meeting to approve three key actions. Stockholders elected Bruce Cassidy as the common-share director and confirmed Les Ottolenghi as the Series B director, creating a two‑member board fully composed of non‑independent insiders. They also ratified Frank, Rimerman + Co., LLP as auditor for the year ending June 30, 2026, replacing Grassi & Co., whose prior reports included a going concern emphasis and cited material weaknesses in internal controls that remain unremediated.
The consent further amended the 2023 Stock Plan to add restricted stock units and increased the shares available under the plan from 5,960,000 to 18,250,000, significantly expanding potential equity-based compensation. As of the record date, 73,457,857 common shares and 11,693 Series B preferred shares were outstanding, and Bruce Cassidy beneficially controlled a large majority of the voting power through direct and indirect holdings.
VIP Play, Inc. filed a current report announcing that management is furnishing an investor presentation for use in meetings with current and potential investors. The presentation discusses the company’s plans, growth initiatives, outlook, and forecasts for future performance and industry development.
The company states that the materials are summary information and should be considered together with its other SEC filings and public announcements. The information provided, including Exhibit 99.1, is being furnished rather than filed, is not automatically incorporated by reference into other securities filings, and includes forward-looking statements with related risks described on page 2 of the presentation.
VIP Play, Inc. reported a governance change as its board of directors expanded from one to two members, effective November 19, 2025. The company’s outstanding Series B Convertible Preferred Stock holders are entitled to elect a majority of the seated or to-be-seated directors, and used this right to elect CEO Les Ottolenghi as a director.
Ottolenghi, age 63, has served as Chief Executive Officer, Principal Executive Officer and President since June 2, 2025, and now also joins the board. He previously held senior technology and transformation roles at Lee Enterprises, Stride Inc., Caesars Entertainment Corp., Las Vegas Sands Corp., and Carlson Wagonlit Travel, and has been recognized as Chief Information Officer of the year by several industry groups. The board currently has no committees, so any typical committee functions will be carried out jointly by both directors.