Brag House Holdings, Inc. 8-K

What Happened

• Brag House Holdings, Inc. (TBH) filed an 8‑K reporting that its Board approved a corrective equity action on March 18, 2026. The Board cancelled all outstanding stock options held by CEO Lavell Juan Malloy II and COO/Director Daniel Leibovich (570,778 options each; 1,141,556 total) and issued replacement Restricted Stock Units (RSUs) covering the same number of shares (570,778 RSUs to each executive). The RSU Award Agreements were entered into on March 19, 2026. The changes were made under the Company’s 2024 Omnibus Incentive Plan and are intended to reflect the original economic intent of the executives’ June 15, 2024 employment agreements.

Key Details

• Prior grant: On July 18, 2025 the Board had issued 223,556 options to each executive; as of the filing each executive held 570,778 options.
• Corrective action approved: March 18, 2026; RSU Agreements executed March 19, 2026.
• Scope: Cancellation of 570,778 stock options for each of the two executives (1,141,556 options cancelled total); issuance of 570,778 fully vested RSUs to each (1,141,556 RSUs total).
• Documentation: Form RSU agreements filed as Exhibits 10.1 and 10.2 to the 8‑K.

Why It Matters

• The company replaced stock options with fully vested RSUs to align with the original economic intent of the executives’ employment agreements and, per the filing, to avoid unnecessary tax burdens or contingent cash liabilities for both the Company and the executives.
• For investors, the form of equity compensation changed (options → RSUs) while the number of underlying shares remained the same; this can affect the executives’ tax timing and the company’s share‑based compensation accounting and reporting. Investors should watch future filings for any disclosures on accounting or cash‑tax impacts.