8-K
filed November 14, 2022, 6:59 PM ET
ticker MSGM
CIK 0001821175
regulatory
confidence high
sentiment negative
materiality 0.85
Motorsport Games loses three independent directors; faces Nasdaq delisting for board composition and share count
Motorsport Games Inc.
- Three independent directors (Anderson, Moore, Piovanetti) resigned Nov 9, 2022, citing disagreement with majority stockholder MSN over capital raising proposals.
- Company notified Nasdaq of non-compliance with Rule 5605(b)(1) (independent board majority) and Rule 5605(c)(2) (audit committee composition).
- Also non-compliant with minimum 500,000 publicly held shares (Rule 5550(a)(4)); received deficiency letter with plan deadline Dec 29, 2022.
- John Delta (former interim CFO) appointed to board and audit committee; Dmitry Kozko named interim CFO effective Nov 9, 2022.
- Company plans to issue additional shares to non-affiliates to regain compliance; no assurance of success.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 1.0
Dmitry Kozko was appointed as Interim Chief Financial Officer at Motorsport Games Inc..
- Action
- appointed
- Role
- Interim Chief Financial Officer
Exact text from the filing
Dmitry Kozko was appointed to the Company's Interim Chief Financial Officer, as well as the Company's Principal Financial Officer and Principal Accounting Officer.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
James Allen resigned as Director at Motorsport Games Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
On November 9, 2022, James Allen, a member of the Board, notified the Board of his resignation from the Board, effective immediately, not over a disagreement with the Company on any matter relating to the Company's operations, policies or practices, but so that, given the resignations of the above directors, a new board can be appointed.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Peter Moore resigned as Independent Director at Motorsport Games Inc..
- Action
- resigned
- Role
- Independent Director
Exact text from the filing
Neil Anderson and Peter Moore, the independent members of the Board and the Audit Committee of the Board, notified the Board of their resignations from the Board, effective immediately
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
John Delta resigned as Interim Chief Financial Officer at Motorsport Games Inc..
- Action
- resigned
- Role
- Interim Chief Financial Officer
Exact text from the filing
John Delta, the Company's Interim Chief Financial Officer, resigned, effective November 9, 2022, such position
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Francesco Piovanetti resigned as Independent Director at Motorsport Games Inc..
- Action
- resigned
- Role
- Independent Director
Exact text from the filing
On November 9, 2022, Francesco Piovanetti, the independent member of the Board and the Audit Committee of the Board, notified the Board of his resignations from the Board, effective immediately
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Neil Anderson resigned as Independent Director at Motorsport Games Inc..
- Action
- resigned
- Role
- Independent Director
Exact text from the filing
Neil Anderson and Peter Moore, the independent members of the Board and the Audit Committee of the Board, notified the Board of their resignations from the Board, effective immediately
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
John Delta was appointed as Director at Motorsport Games Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
was appointed to the Company's Board of Directors and its Audit Committee
View on SEC.gov
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