Motorsport Games Inc. (MSGM): M&A transaction — Motorsport Games repurchases 904,395 shares from Driven Lifestyle, cancels Class B shares, changes control

Motorsport Games Inc.

Company bought 904,395 Class A shares at $4.11 avg closing price; all 700K Class B shares cancelled.
Driven Lifestyle voting power drops from majority to 6.10%; Sharp Arrow Global Tech becomes largest holder with 32.15%.
Charter amendment eliminates stockholder action by written consent; bylaws amended accordingly.
Stockholders approved increasing equity plan shares from 100K to 600K at the 2026 annual meeting.
Information Statement on Schedule 14C to be filed; governance changes effective after 20-day waiting period.

item 1.01 item 2.01 item 3.03 item 5.01 item 5.02 item 5.03 item 5.07 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.4

Motorsport Games Inc.: Amendment to charter in connection with the repurchase of Class A Shares.

Change: charter amendment

Exact text from the filing

The disclosures set forth above under Item 1.01 relating to the Charter Amendment and the Bylaws Amendment are incorporated by reference herein.

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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.4

Motorsport Games Inc.: Amendment to bylaws in connection with the repurchase of Class A Shares.

Change: bylaw amendment

Exact text from the filing

The disclosures set forth above under Item 1.01 relating to the Charter Amendment and the Bylaws Amendment are incorporated by reference herein.

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M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Motorsport Games Inc. underwent a change of control involving Driven Lifestyle Group LLC for cash consideration of $4.11 per share for 904,395 shares of Class A Common Stock (closed 2026-04-22).

Action: change of control
Counterparty: Driven Lifestyle Group LLC
Consideration: cash consideration of $4.11 per share for 904,395 shares of Class A Common Stock
Closing: 2026-04-22

Exact text from the filing

On April 22, 2026, Motorsport Games Inc. (the “Company”) entered into a Share Repurchase Agreement (the “Agreement”) with Driven Lifestyle Group LLC, a Florida limited liability company (“Driven Lifestyle”), pursuant to which the Company purchased 904,395 shares of the Company’s Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”) held by Driven Lifestyle (the “Class A Shares”). The Agreement provides for the Shares to be purchased at a price of $4.11, which is equal to the average closing price of the Class A Common Stock as reported by the Nasdaq Capital Market for the five trading days immediately preceding the signing of the Agreement.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Motorsport Games Inc. entered into Share Repurchase Agreement with Driven Lifestyle Group LLC (effective 2026-04-22).

Action: entry
Agreement: equity purchase
Counterparty: Driven Lifestyle Group LLC
Effective: 2026-04-22

Exact text from the filing

On April 22, 2026, Motorsport Games Inc. (the “Company”) entered into a Share Repurchase Agreement (the “Agreement”) with Driven Lifestyle Group LLC, a Florida limited liability company (“Driven Lifestyle”), pursuant to which the Company purchased 904,395 shares of the Company’s Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”) held by Driven Lifestyle (the “Class A Shares”).

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42 governance changes filed in the last 30 days. Browse all governance changes →

Motorsport Games Inc. filing history →

Source: SEC EDGAR

accession 0001493152-26-018755

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