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 1934

Date of Report (date of earliest event reported): April 23, 2025

SHARPLINK

GAMING, INC.

(Exact name of registrant as specified in charter)

333 Washington 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. ☐

ITEM

5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

On April 23, 2025, at SharpLink Gaming, Inc.’s (“SharpLink” or the “Company”) 2025 Annual Meeting of Stockholders (the “Annual Meeting”), the stockholders of SharpLink approved the proposals listed below. The final results of the votes regarding each proposal are set forth in the following tables. Each of these proposals was described in detail in the Company’s proxy statement.

The quorum required by the amended and restated articles of the Company (two or more stockholders holding at least 33 1/3% of the voting rights at the Annual Meeting) was present within a half an hour from the time appointed for the Annual Meeting. The number of shares of Common Stock of the Company present and voting at the Annual Meeting, constituting a quorum, was as set forth below:

Forthe Election of Directors Proposal, the Director nominees who receive the highest number of “FOR” votes will be elected asDirectors. You may vote “FOR” or “WITHHOLD” with respect to each Director nominee. Votes that are withheld willbe excluded entirely from the vote with respect to the nominee from which they are withheld and will have the same effect as an abstention.

TheReverse Split Proposal requires votes cast for the increase in the reverse stock split ratio to exceed the votes cast against such proposal.

Theaffirmative vote of the holders of a majority of the Common Stock represented at the Meeting, in person or by proxy, entitled to voteand voting on the matter, is required to approve the resolution.

Theaffirmative vote of the holders of a majority of the Common Stock represented at the Meeting, in person or by proxy, entitled to voteand voting on the matter, is required to approve the Say on Pay Proposal.

Theaffirmative vote of the holders of a majority of the shares represented at the Meeting, in person or by proxy, entitled to vote and votingon the matter, is required to approve the Adjournment Proposal.

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.