8-K
ESPORTS ENTERTAINMENT GROUP, INC. (GMBL)
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 and Exchange Act of 1934
Dateof Report (Date of earliest event reported): March 4, 2022
ESPORTS
ENTERTAINMENT GROUP, INC.
(Exact name of Registrant as specified in its charter)
| Nevada | 001-39262 | 26-3062752 |
|---|---|---|
| (State or other jurisdiction<br><br> <br>of incorporation) | (Commission<br><br> <br>File Number) | (IRS Employer<br><br> <br>Identification No.) |
Block6, Triq Paceville
St.Julians, STJ 3109
Malta
(Addressof principal executive offices, including zip code)
356
2713 1276
(Registrant’stelephone number, including area code)
Check the appropriate box below if the 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
| ☐ | Written<br> communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)). |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common<br> Stock | GMBL | The<br> Nasdaq Stock Market LLC |
| Common<br> Stock Purchase Warrants | GMBLQ | The<br> Nasdaq Stock Market LLC |
| 10.0%<br> Series A Cumulative Redeemable Convertible Preferred Stock | GMBLP | The<br> Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ☐
Item5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements ofCertain Officers.
On March 4, 2022, Warwick W. Bartlett submitted his resignation from his position as member of the Board of Directors (the “Board”) and Chairman of the Nominating and Governance Committee of the Board of Esports Entertainment Group, Inc. (the “Company”), effective March 4, 2022. Mr. Bartlett did not resign as a result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
Item9.01. Exhibits.
(d)Exhibits
| Exhibit No. | Exhibit |
|---|---|
| 17.1 | Letter of Resignation |
| 104 | Cover Page Interactive Data<br>File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ESPORTS ENTERTAINMENT GROUP, INC. | |||
|---|---|---|---|
| Dated: | March<br> 8, 2022 | By: | /s/ Grant Johnson |
| Grant<br> Johnson<br><br> Chief Executive Officer |
Exhibit 17.1
WarwickBartlett
RoseCottage
28Bowling Green Road
Castletown
Isleof Man
IM91EB
BritishIsles
Friday 4^th^ March 2022.
Grant Johnson
Chief Executive
Esports Entertainment Group, Inc.
Block 6 Triq Paceville
St Julians
Birkirkara
Malta
Dear Grant
Please accept this letter as notification that I offer my resignation as an independent director of Esports Entertainment Group, Inc. and all other positions with the Company to which I have been assigned, regardless of whether I served in such capacity effective as of 4^th^March 2022.
I have enjoyed working with the board this last year and I wish GMBL every success going forward.
Yours sincerely,
WarwickW Bartlett