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): August 12, 2021
Super League Gaming, Inc.
(Exact name of registrant as specified in its charter)
DELAWARE
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001-38819
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47-1990734
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification Number)
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2912 Colorado Avenue, Suite #203
Santa Monica, California 90404
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(Address of principal executive offices)
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(802) 294-2754
(Registrant’s telephone number, including area
code)
Not Applicable
(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:
☐ 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))
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. ☐
Securities registered pursuant to Section 12(b) of the
Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which
registered
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Common Stock,
par value $0.001 per share
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SLGG
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Nasdaq Capital
Market
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Item 2.02 Results of Operations and Financial
Condition.
On August 12, 2021, Super League Gaming, Inc. (the
"Company") hosted a conference call announcing the
financial results for the fiscal quarter ended June 30. 2021. A
copy of the press release announcing the financial results for the
fiscal quarter ended June 30, 2021 is attached hereto as Exhibit
99.1.
Item 7.01 Regulation FD
On August 12, 2021, the Company issued a press
release announcing the formation of the Company’s Young Gamer
Network and Core Gamer Network to
continue driving elevated levels of audience engagement and
awareness for the company’s roster of high-profile
advertisers, sponsors, and partners.
In
addition, the Company announced the acquisition of Bannerfy,
an intelligent technology platform that enables digital video and
live streaming creators to collaborate with tier one sponsors on
their social media channels including YouTube through scalable and
custom premium placements.
A copy of
the press release is attached hereto as Exhibit 99.2. Additional
information regarding the Company’s acquisition of Bannerfy
will be provided in the Company’s Quarterly Report on Form
10-Q for the period ended June 30, 2021, which the Company expects
to file on or before August 16, 2021.
Item 9.01 Financial Statements
and Exhibits.
(d) Exhibits Index
Exhibit No.
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Description
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Earnings
Release issued by Super League Gaming, Inc., dated August 12,
2021.
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Press Release
issued by Super League Gaming, Inc., dated August 12,
2021.
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Disclaimer
The information furnished in Items 2.01 and 7.01
of this Current Report on Form 8-K, as well as the information set
forth in Exhibits 99.1 and 99.2, shall not be deemed
“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, or incorporated by
reference in any filing under the Exchange Act or the Securities
Act of 1933, as amended, except as shall be expressly set forth by
specific reference in such filing.
This
Current Report on Form 8-K may contain, among other things, certain
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995, including, without
limitation, (i) statements with respect to the Company's plans,
objectives, expectations and intentions; and (ii) other statements
identified by words such as "may", "could", "would", should",
"believes", "expects", "anticipates", "estimates", "intends",
"plans" or similar expressions. These statements are based upon the
current beliefs and expectations of the Company's management and
are subject to significant risks and uncertainties.
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 thereunto duly authorized.
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Super League
Gaming, Inc.
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Date:
August 12, 2021
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By:
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/s/ Clayton Haynes
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Clayton
Haynes
Chief Financial
Officer
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