{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-26-018755","form_type":"8-K","ticker":"MSGM","cik":"0001821175","company_name":"Motorsport Games Inc.","filed_at":"2026-04-23T23:59:59+00:00","discovered_at":"2026-05-14T18:02:33.006198+00:00","generated_at":"2026-05-15T04:36:21.732952+00:00","sec_items":["1.01","2.01","3.03","5.01","5.02","5.03","5.07","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.8,"calibrated_materiality_score":0.8,"confidence":"high","headline":"Motorsport Games repurchases 904,395 shares from Driven Lifestyle, cancels Class B shares, changes control","bullets":["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."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-26-018755","json":"https://secwatch.observer/filing/0001493152-26-018755.json","markdown":"https://secwatch.observer/filing/0001493152-26-018755.md","text":"https://secwatch.observer/filing/0001493152-26-018755.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1821175/000149315226018755/0001493152-26-018755-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1821175/000149315226018755/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-15T04:36:21.732952+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":"064001090b944f5a667c664c08c24d8394f2f8de","claim":"Motorsport Games Inc.: Amendment to charter in connection with the repurchase of Class A Shares.","evidence_excerpt":"The disclosures set forth above under Item 1.01 relating to the Charter Amendment and the Bylaws Amendment are incorporated by reference herein.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1821175/000149315226018755/0001493152-26-018755-index.htm","confidence":0.4},{"claim_id":"7c018b40a2a1a2873103d0f1890425f0fea4f357","claim":"Motorsport Games Inc.: Amendment to bylaws in connection with the repurchase of Class A Shares.","evidence_excerpt":"The disclosures set forth above under Item 1.01 relating to the Charter Amendment and the Bylaws Amendment are incorporated by reference herein.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1821175/000149315226018755/0001493152-26-018755-index.htm","confidence":0.4},{"claim_id":"84e279ef3678a456b37ca55ac1b51b6484db511b","claim":"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).","evidence_excerpt":"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.","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1821175/000149315226018755/0001493152-26-018755-index.htm","confidence":0.9},{"claim_id":"a943e523f8fefa774e8c2a32ca18fa8cf8f491ff","claim":"Motorsport Games Inc. entered into Share Repurchase Agreement with Driven Lifestyle Group LLC (effective 2026-04-22).","evidence_excerpt":"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”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1821175/000149315226018755/0001493152-26-018755-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0001104659-26-057915","ticker":"SUJA","company_name":"SUJA LIFE, INC.","filed_at":"2026-05-08T23:59:59+00:00","headline":"Suja Life completes IPO of 8.9M shares at $21/share; closes May 8, 2026","event_type":"other_material","sec_items":["1.01","3.02","3.03","5.03","5.02","9.01"],"materiality_score":0.9,"calibrated_materiality_score":0.9,"match_reasons":["same fact type: governance_change, material_agreement","same 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“Certificate of Incorporation”) with the Secretary of State of the State of Delaware","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1934114/000110465926057915/0001104659-26-057915-index.htm"}},{"accession":"0001185185-26-002273","ticker":"DGAC","company_name":"DISCIPLINED GROWTH ACQUISITION Corp","filed_at":"2026-06-01T20:15:34+00:00","headline":"Disciplined Growth Acquisition Corp. closes $150M IPO on NYSE","event_type":"other_material","sec_items":["1.01","3.02","5.02","5.03","8.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: governance_change, material_agreement","same SEC item: 1.01, 5.02, 5.03, 9.01","same event type: other_material","similar 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Association”) with the Cayman Islands Registrar of Companies, which was effective on May 26, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2111038/000118518526002273/0001185185-26-002273-index.htm"}},{"accession":"0001829126-26-004879","ticker":"SAGU","company_name":"Shreya Acquisition Group","filed_at":"2026-05-11T23:59:59+00:00","headline":"Shreya Acquisition Group closes $110M IPO, 11M units at $10 each on NYSE","event_type":"other_material","sec_items":["1.01","3.02","5.02","5.03","8.01","9.01"],"materiality_score":0.7,"calibrated_materiality_score":0.7,"match_reasons":["same fact type: governance_change, material_agreement","same SEC item: 1.01, 5.02, 5.03, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001829126-26-004879","json":"https://secwatch.observer/filing/0001829126-26-004879.json","markdown":"https://secwatch.observer/filing/0001829126-26-004879.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2083452/000182912626004879/0001829126-26-004879-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2083452/000182912626004879/shreyaacq_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"The disclosures set forth above under Item 1.01 relating to the Charter Amendment and the Bylaws Amendment are incorporated by reference herein.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1821175/000149315226018755/0001493152-26-018755-index.htm","comparable_excerpt":"On May 6, 2026, and in connection with the IPO, the Company adopted its Amended and Restated Memorandum and Articles of Association.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2083452/000182912626004879/0001829126-26-004879-index.htm"}},{"accession":"0001193125-26-214976","ticker":"NKTR","company_name":"NEKTAR THERAPEUTICS","filed_at":"2026-05-08T23:59:59+00:00","headline":"Nektar enters $150M ATM equity agreement; appoints Linda Rubinstein as interim CFO","event_type":"other_material","sec_items":["1.01","5.02","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 5.02, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-214976","json":"https://secwatch.observer/filing/0001193125-26-214976.json","markdown":"https://secwatch.observer/filing/0001193125-26-214976.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/906709/000119312526214976/0001193125-26-214976-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/906709/000119312526214976/d159808d8k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"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”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1821175/000149315226018755/0001493152-26-018755-index.htm","comparable_excerpt":"On May 8, 2026, Nektar Therapeutics (the “Company”) entered into an Equity Distribution Agreement (the “Agreement”) with Guggenheim Securities, LLC (“Guggenheim Securities”) and H.C. Wainwright & Co., LLC (“Wainwright”), pursuant to which the Company may offer and sell, from time to time in its sole discretion, shares of its common stock, par value $0.0001 per share (the “Common Stock”) having an aggregate offering price of up to $150,000,000 (the “Shares”), through Guggenheim Securities and Wainwright as its sales agents.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/906709/000119312526214976/0001193125-26-214976-index.htm"}},{"accession":"0001703056-26-000078","ticker":"ADT","company_name":"ADT Inc.","filed_at":"2026-05-08T23:59:59+00:00","headline":"Apollo sells all 102M ADT shares; ADT repurchases 29.1M shares in $1.5B plan","event_type":"other_material","sec_items":["5.02","5.03","8.01","9.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: governance_change","same SEC item: 5.02, 5.03, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001703056-26-000078","json":"https://secwatch.observer/filing/0001703056-26-000078.json","markdown":"https://secwatch.observer/filing/0001703056-26-000078.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1703056/000170305626000078/0001703056-26-000078-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1703056/000170305626000078/adt-20260504.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"The disclosures set forth above under Item 1.01 relating to the Charter Amendment and the Bylaws Amendment are incorporated by reference herein.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1821175/000149315226018755/0001493152-26-018755-index.htm","comparable_excerpt":"On May 8, 2026, the Board approved an amendment and restatement of the Company’s Amended and Restated Bylaws, dated as of September 15, 2023 (as amended, the “ Bylaws ”), to remove references related to Apollo and the Amended and Restated Stockholders Agreement, dated December 14, 2018, between the Company, Prime Security Services TopCo Parent, L.P., and the Co-Investors.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1703056/000170305626000078/0001703056-26-000078-index.htm"}},{"accession":"0001193125-26-251791","ticker":"KRMN","company_name":"Karman Holdings Inc.","filed_at":"2026-06-01T21:28:29+00:00","headline":"Selling stockholders price upsized secondary offering of 14M shares at $61/share for ~$854M gross proceeds","event_type":"other_material","sec_items":["1.01","7.01","8.01","9.01"],"materiality_score":0.7,"calibrated_materiality_score":0.7,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251791","json":"https://secwatch.observer/filing/0001193125-26-251791.json","markdown":"https://secwatch.observer/filing/0001193125-26-251791.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2040127/000119312526251791/0001193125-26-251791-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2040127/000119312526251791/d117104d8k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"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”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1821175/000149315226018755/0001493152-26-018755-index.htm","comparable_excerpt":"On May 28, 2026, Karman Holdings Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with the persons named in Schedule II thereto (the “Selling Stockholders”) and Citigroup Global Markets Inc. and Evercore Group L.L.C., as the underwriters (the “Underwriters”), pursuant to which the Selling Stockholders agreed to sell 14,000,000 shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”) at a public offering price of $61.00 per share (the “Offering Price”), less underwriting discounts and commissions (the “Offering”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2040127/000119312526251791/0001193125-26-251791-index.htm"}},{"accession":"0001493152-26-026603","ticker":"PUBC","company_name":"Purebase Corp","filed_at":"2026-06-01T19:42:27+00:00","headline":"Purebase to receive 20% of net proceeds from CoreTer mining deal; waives corporate opportunities","event_type":"other_material","sec_items":["1.01","9.01"],"materiality_score":0.7,"calibrated_materiality_score":0.7,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-26-026603","json":"https://secwatch.observer/filing/0001493152-26-026603.json","markdown":"https://secwatch.observer/filing/0001493152-26-026603.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1575858/000149315226026603/0001493152-26-026603-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1575858/000149315226026603/form8-k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"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”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1821175/000149315226018755/0001493152-26-018755-index.htm","comparable_excerpt":"On May 26, 2026, Purebase Corporation (the “Company”) entered into a binding Memorandum of Understanding (the “MOU”) with CoreTer LLC, a Nevada limited liability company (“CoreTer”), pursuant to which the Company will be entitled to 20% of the net proceeds received by CoreTer under an Exclusive Mining Option and Development Agreement, dated March 19, 2026, between CoreTer and Dexter Mining LLC.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1575858/000149315226026603/0001493152-26-026603-index.htm"}},{"accession":"0001104659-26-057460","ticker":"CLRB","company_name":"Cellectar Biosciences, Inc.","filed_at":"2026-05-08T23:59:59+00:00","headline":"Cellectar raises ~$35M via stock/warrant offering; reports positive 12-mo Phase 2b WM data","event_type":"other_material","sec_items":["1.01","3.02","8.01","9.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-057460","json":"https://secwatch.observer/filing/0001104659-26-057460.json","markdown":"https://secwatch.observer/filing/0001104659-26-057460.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1279704/000110465926057460/0001104659-26-057460-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1279704/000110465926057460/tm2613728d1_8k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"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”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1821175/000149315226018755/0001493152-26-018755-index.htm","comparable_excerpt":"pursuant to an additional securities purchase agreement with certain members of the executive management team of the Company (the “Management Purchase Agreement”","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1279704/000110465926057460/0001104659-26-057460-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}