8-K

UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

WASHINGTON,

D.C. 20549

FORM

8-K

CURRENT

REPORT

Pursuant

to Section 13 or 15(d)

of

the Securities Exchange Act of 1934

Dateof Report (Date of earliest event reported): September 22, 2025

GameSquareHoldings, Inc.

(ExactName of Registrant as Specified in Its Charter)

Registrant’sTelephone Number, Including Area Code: (216) 464-6400

N/A

(FormerName or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item8.01. Other Events.

FinalCourt Approval of Derivative Litigation

As previously reported in our Current Report on Form 8-K filed on April 22, 2025 (the “April 2025 Form 8-K”), GameSquare Holdings, Inc. (the “Company”), in connection with its prior acquisition of FaZe Holdings, Inc., assumed certain indemnification obligations, including financial responsibility for a portion of the judgement or settlement payment as outlined in the Stipulation and Agreement of Settlement, Compromise and Release (the “Settlement Agreement”), a copy of which was filed with the April 2025 Form 8-K, and is incorporated herein by reference. The Settlement Agreement requires the approval of the Court of Chancery for the State of Delaware (“Court”).

On September 22, 2025, the Court entered an Order and Final Judgment, granting final approval of the Settlement Agreement and resolving the Shareholder Derivative Litigation. A copy of the Court’s Order and Final Judgment is filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item9.01 Financial Statements and Exhibits.

(d)Exhibits.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Exhibit99.1