{"schema_version":"secwatch.filing_event.v1","accession":"0001393905-23-000102","form_type":"8-K","ticker":"VIPZ","cik":"0001832161","company_name":"VIP Play, Inc.","filed_at":"2023-03-02T23:59:59+00:00","discovered_at":"2026-05-14T18:03:46.922578+00:00","generated_at":"2026-06-18T15:57:32.340737+00:00","sec_items":["1.01","2.03","5.02","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"KeyStar Corp. repurchases 3.3M Series C Preferred shares from former CEO for $2M, issues $1.7M promissory note","bullets":["Repurchased 3,313,333 Series C Preferred shares from former CEO John Linss and Corespeed, LLC for $2,000,000.","Paid $300,000 cash at closing; issued 5% promissory note for $1,700,000 balance.","Note requires at least $850,000 payment by 12-month anniversary; balloon due by 24-month anniversary or 5 days after listing on Nasdaq/NYSE/NYSE American.","Transaction stems from Separation Agreement dated January 10, 2023, following Linss's resignation as CEO and board member."],"urls":{"canonical":"https://secwatch.observer/filing/0001393905-23-000102","json":"https://secwatch.observer/filing/0001393905-23-000102.json","markdown":"https://secwatch.observer/filing/0001393905-23-000102.md","text":"https://secwatch.observer/filing/0001393905-23-000102.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1832161/000139390523000102/0001393905-23-000102-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1832161/000139390523000102/keyr-20230227.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-18T15:57:32.340737+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"f532d5f3cf8e0fbdcc5e6693af41f1c6d7925066","claim":"VIP Play, Inc. incurred loan of $1,700,000 with John Linss at 5% per annum maturing the earlier of the 24-month anniversary of the Note or five days after the Company's common stock is listed for public trading on either the Nasdaq Stock Market.","evidence_excerpt":"“ Purchase Agreements ”) for the purchase of the Shares. The Company paid $300,000 at the closing and entered into a promissory note (the “ Note ”) with Linss for the remaining $1,700,000 of the purchase price. The Note bears interest at a rate of 5% per annum, does not include early prepayment penalties, and requires the following payments: (i) no less than","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1832161/000139390523000102/0001393905-23-000102-index.htm","confidence":0.95,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"loan"},{"label":"Principal","value":"$1,700,000"},{"label":"Counterparty","value":"John Linss"},{"label":"Rate","value":"5% per annum"},{"label":"Maturity","value":"the earlier of the 24-month anniversary of the Note or five days after the Company's common stock is listed for public trading on either the Nasdaq Stock Market"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}