Galaxy Gaming, Inc. Terminates Merger; $5.23M Termination Fee

What Happened
Galaxy Gaming, Inc. (GLXZ) filed an 8-K on July 21, 2026 announcing that Evolution Malta Holding Limited terminated the Agreement and Plan of Merger dated July 18, 2024 (as amended November 24, 2025). The termination was effective on July 21, 2026, and Galaxy says Evolution is required to pay a termination fee of $5,234,678 within two business days of that date. Galaxy also issued a press release about the termination (Exhibit 99.1).

Key Details

• Merger Agreement originally dated July 18, 2024, amended November 24, 2025; terminated July 21, 2026.
• Termination fee: $5,234,678, payable by Evolution within two business days of July 21, 2026.
• Terminating party: Evolution Malta Holding Limited (a company registered in Malta).
• Galaxy disclosed the original Merger Agreement in a prior 8-K filed July 18, 2024.

Why It Matters
This is a material change to Galaxy’s previously announced merger transaction: the deal will not proceed and Galaxy is entitled to a multi‑million dollar termination payment. For investors, the immediate effects are a near-term cash inflow (the specified termination fee) and the loss of the anticipated merger outcome; any longer-term impact on strategy or valuation will depend on how Galaxy uses the funds and next steps it announces.