---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-23-089620"
form_type: "8-K"
ticker: null
cik: "0001898474"
company_name: "Signing Day Sports, Inc."
filed_at: "2023-11-22T23:59:59+00:00"
generated_at: "2026-06-07T22:23:13.595649+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Signing Day Sports closes IPO; converts $7.77M debt to equity, issues 4.3M shares

## Summary
- IPO closed Nov 16, gross proceeds $6M, net ~$4.8M after underwriting and expenses.
- $6.3M of 6% convertible notes and $1.465M of 8% convertible notes converted into 2,774,200 and 586,000 shares at $2.50 per share.
- Automatic warrants for 940,000 shares exercised; $2.35M principal of 8% notes deemed repaid; $113K accrued interest to be paid.
- CEO Daniel Nelson's $10,263 note and John Dorsey's $40,000 note fully repaid by Nov 22.
- Issued 10,700 shares to two vendors for $53,500 in services under private placements.

## SEC filing metadata
- accession: 0001213900-23-089620
- form_type: 8-K
- cik: 0001898474
- company_name: Signing Day Sports, Inc.
- filed_at: 2023-11-22T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 2.04, 3.02
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1898474/000121390023089620/0001213900-23-089620-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1898474/000121390023089620/ea188951-8k_signing.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-23-089620
- JSON: https://secwatch.observer/filing/0001213900-23-089620.json
- Plain text: https://secwatch.observer/filing/0001213900-23-089620.txt

## Key facts
- Debt Financings
  Signing Day Sports, Inc. faced acceleration on convertible notes of aggregate loans of $6,305,000 at 6% maturing October 15, 2024 as to the principal amount of $3,300,000; November 15, 2024 as to the principal amount of $1,205,000; and December 23, 2024 as to the principal.
  - Instrument: convertible notes
  - Principal: aggregate loans of $6,305,000
  - Rate: 6%
  - Maturity: October 15, 2024 as to the principal amount of $3,300,000; November 15, 2024 as to the principal amount of $1,205,000; and December 23, 2024 as to the principal
  - Event: acceleration
  source text: lockup agreements with a number of accredited investors. Pursuant to the agreements, the Company issued the 6% Convertible Notes to 27 investors for aggregate loans of $6,305,000. Pursuant to a settlement notice issued to the holders of the 6% Convertible Notes to address possible claims with respect to the increase of the outstanding principal under the
  evidence_url: https://www.sec.gov/Archives/edgar/data/1898474/000121390023089620/0001213900-23-089620-index.htm
- Debt Financings
  Signing Day Sports, Inc. faced acceleration on loan of $2,350,000 at 8% maturing the earlier to occur of a Liquidity Event or the second anniversary of the initial closing date of the respective private placement (March 17, 2025 as to $1,500.
  - Instrument: loan
  - Principal: $2,350,000
  - Rate: 8%
  - Maturity: the earlier to occur of a Liquidity Event or the second anniversary of the initial closing date of the respective private placement (March 17, 2025 as to $1,500
  - Event: acceleration
  source text: with 11 accredited investors pursuant to which the Company issued 11 8% unsecured promissory notes (the “8% Notes”). The total aggregate principal amount under the 8% Notes was $2,350,000. The 8% Notes carried interest at the annual rate of 8%. The amount outstanding under the 8% Notes was required to be repaid upon the earlier to occur of a Liquidity Event or the
  evidence_url: https://www.sec.gov/Archives/edgar/data/1898474/000121390023089620/0001213900-23-089620-index.htm
- Debt Financings
  Signing Day Sports, Inc. faced acceleration on convertible notes of aggregate loans of $1,465,000 at 8% maturing August 8, 2025.
  - Instrument: convertible notes
  - Principal: aggregate loans of $1,465,000
  - Rate: 8%
  - Maturity: August 8, 2025
  - Event: acceleration
  source text: Convertible Notes”) with 15 accredited investors under subscription agreements. Pursuant to the agreements, the Company issued the 8% Convertible Notes for aggregate loans of $1,465,000. The 8% Convertible Notes carried interest at 8% annually. The 8% Convertible Notes carried interest at 8% annually. As amended, 8% Convertible Notes were due to mature on August
  evidence_url: https://www.sec.gov/Archives/edgar/data/1898474/000121390023089620/0001213900-23-089620-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.