GOOD GAMING, INC. Item 1.01 Entry into a Material Agreement.
Amendments to EmployeeServices Agreements
On
Additionally, on
The foregoing description of the Amendment to theEmployee Services Agreement and the Amendment to the Original Agreement is not complete and is subject to, and qualified in its entirety by the full text of the Amendment to the Original Agreement and the New Agreement, which are attached to this Current Report on Form 8-K as Exhibits 10.1 and 10.2, the terms of which are incorporated herein by reference.
Sixth Amendment to Secured Promissory Note
Effective
Effective
The foregoing description of the Sixth Amendment is not complete and is subject to, and qualified in its entirety by, the full text of the Sixth Amendment, which are attached to this Current Report on Form 8-K as Exhibit 10.3, the terms of which are incorporated herein by reference.
First Amendment to the Revolving Convertible Promissory Note
On
Effective
The foregoing description of the Revolving Note is not complete and is subject to, and qualified in its entirety by, the full text of the Revolving Note, which are attached to this Current Report on Form 8-K as Exhibit 10.4, the terms of which are incorporated herein by reference.
Item 3.03 Material Modification to Rights of Security Holders.
On
Each of the Series E Shares are convertible at the option of the holder at any time into 1,000 shares of the Company's common stock. The holders of the Series E Shares will vote together with the common stock on an as-converted basis. The Series E Shares are not entitled to any dividend except that in the event that the Board of Directors of the Company declares a dividend to any other class of stock, Series E Shares are entitled to a dividend equal to what they would receive on an as converted to common stock basis.
The foregoing description of the Certificate of Designation is not complete and is subject to, and qualified in its entirety by, the full text of the Certificate of Designation, which are attached to this Current Report on Form 8-K as Exhibit 3.1, the terms of which are incorporated herein by reference.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On
The foregoing description of the Articles is not complete and is subject to, and qualified in its entirety by, the full text of the Articles, which are attached to this Current Report on Form 8-K as Exhibit 3.2, the terms of which are incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On
The information set forth in this Item 7.01, including Exhibits 99.1, is being furnished and 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. The information set forth in this Item 7.01, including Exhibit 99.1, shall not be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit Number Description 3.1 Certificate of Designation datedDecember 21, 2021 . 3.2 Amended and Restated Articles of Incorporation datedDecember 21, 2021 . 10.1 Amendment to the Employee Services Agreement datedDecember 31, 2021 . 10.2 Amendment to the Amended Employee Services Agreement datedDecember 31, 2021 10.3 Sixth Amendment to Secured Promissory Note datedDecember 31, 2021 . 10.4 First Amendment to the Revolving Note datedDecember 31, 2021 . 99.1 Press Release datedJanuary 4, 2022 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document and included as Exhibit 101)
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