8-K/A

UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

WASHINGTON,

D.C. 20549

FORM

8-K/A

(AmendmentNo.1)

CURRENT

REPORT

Pursuant

to Section 13 or 15(d) of the Securities Exchange Act 1934

Date of Report (date of earliest event reported): July 24, 2025

SHARPLINK

GAMING, INC.

(Exact name of registrant as specified in charter)

333Washington Avenue North, Suite 104

Minneapolis,Minnesota 55402

(Address of Principal Executive Offices) (Zip Code)

612-293-0619

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, is 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 (see General Instruction A.2. below):

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. ☐

EXPLANATORY

NOTE

This Current Report on Form 8-K/A is being filed by SharpLink Gaming, Inc. (the “Company”) as an amendment (the “Amendment”) to the Current Report on Form 8-K that the Company filed with the Securities and Exchange Commission on July 25, 2025, to announce the preliminary results of the Company’s 2025 special meeting of stockholders held on July 24, 2025 (the “Special Meeting”). This Amendment is being filed to disclose the final certified voting results reported by the inspector of election for the Special Meeting (the “Inspector of Election”).

Item5.07 Submission of Matters to a Vote of Security Holders.

On July 24, 2025, the Company convened the Special Meeting virtually via live webcast. Only stockholders of record at the close of business on June 18, 2025, the record date for the Special Meeting, were entitled to vote at the Special Meeting. As of the record date, 62,125,336 shares of the Company’s common stock were outstanding and entitled to vote at the Special Meeting. Based on the certified final voting results received from the Inspector of Election, present at the meeting or by proxy were holders of 35,082,620 shares of the Company’s common stock, which represented approximately 56% of the voting power of all shares of common stock as of the record date and constituted a quorum for the transaction of business at the Special Meeting.

The stockholders of the Company voted on the following two proposals at the Special Meeting:

The final results of each proposal as certified by the Inspector of Election were as follows:

ProposalNo. 1 - Approval of an Amendment to the Company’s Amended and Restated Certificate of Incorporation to Increase the Number of AuthorizedShares of Common Stock.

Based on the final votes set forth above, the stockholders approved an amendment to the Company’s Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock.

ProposalNo. 2 - Approval of the Amended and Restated Equity Incentive Plan.

Based on the final votes set forth above, the stockholders approved the Amended and Restated Equity Incentive Plan.

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.