Current Report Filing (8-k)
February 01 2022 - 5:23PM
Edgar (US Regulatory)
0001454742
false
0001454742
2022-01-31
2022-01-31
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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
Date
of Report (Date of earliest event reported): January 31, 2022
GOOD
GAMING, INC.
(Exact
name of registrant as specified in charter)
Nevada
|
|
000-53949
|
|
26-3988293
|
(State
or other jurisdiction
|
|
(Commission
|
|
(IRS
Employer
|
of
incorporation)
|
|
File
Number)
|
|
Identification
No.)
|
415
McFarlan Road, Suite 108
Kennett
Square, PA 19348
(Address
of Principal Executive Offices) (Zip Code)
844-419-7445
(Registrant’s
Telephone Number, Including Area Code)
(Former
Name 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 (see General Instruction A.2. below):
☐
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
☐
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
☐
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
☐
|
Pre-commencement
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
|
None
|
|
None
|
|
None
|
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 mart 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
1.01 Entry into a Material Agreement.
On
January 31, 2022, Good Gaming, Inc. (the “Company”) and Silver Linings Management, LLC entered into a Promissory
Note Conversion Agreement (the “Agreement”). Pursuant to the Agreement, the Company and Silver Linings Management, LLC agreed
to convert the entire amount of outstanding principal under a note from a loan agreement between the Company and Silver Linings Management,
LLC in the principal amount of $13,439.50 dated April 7, 2016, into one-thousand six-hundred and eighty (1,680) shares of Series B Preferred
Stock, $0.001 par value, effective December 31, 2021.
The
foregoing description of the Agreement is not complete and is subject to, and qualified in its entirety by the full text of the Agreement,
which is attached to this Current Report on Form 8-K as Exhibit 10.1, the terms of which are incorporated herein by reference.
Item
7.01 Regulation FD Disclosure.
On
February 1, 2022, the Company issued a press release announcing the launch of its “Buddy Masters” program. A copy of the
Company’s press release is furnished with this Form 8-K and attached hereto as Exhibit 99.1.
The
information in Item 1.01, Item 7.01 and Item 9.01 of this Current Report on Form 8-K, including the attached Exhibits 10.1 and 99.1 are
being furnished pursuant to Item 1.01, Item 7.01 and Item 9.01 and shall not be deemed to be “filed” for purposes of Section
18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that
section, and shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of
1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language
in such filings, except to the extent expressly set forth by specific reference in such a filing.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
SIGNATURE
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.
Date:
February 1, 2022
|
Good
Gaming, Inc.
|
|
|
|
By:
|
/s/
David B. Dorwart
|
|
Name:
|
David
B. Dorwart
|
|
Title:
|
Chief
Executive Officer
|
Good Gaming (QB) (USOTC:GMER)
Historical Stock Chart
From Jun 2024 to Jul 2024
Good Gaming (QB) (USOTC:GMER)
Historical Stock Chart
From Jul 2023 to Jul 2024