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): June 2530, 2026

FLASH SPORTS & MEDIA HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-39933		46-5158469
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1140 Avenue of the Americas, Suite 1140

New York, New York 10036

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (720) 390-3880

8913 Regents Park Drive, Suite 550

Tampa, Florida 33647

(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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001 per share		FLZH		The Nasdaq Stock Market LLC

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. ☐

Item 7.01. Regulation FD Disclosure

On June 2530, 2026, Flash Sports & Media Holdings, Inc. (the “Company”) issued a press release announcing ~~the~~that ~~launch~~it ofhad ~~the~~entered ~~Zimbabwe~~into ~~T20~~a ~~League (“ZT20”)~~confidential, anon-binding ~~new~~letter ~~professional franchise~~of ~~cricket league scheduled to debut in October and November 2026. ZT20 is being developed through the Company’s subsidiary~~intent, ~~Innovative~~dated ~~Production~~June ~~Group FZ~~27, ~~LLC (“IPG”)~~2026, incontemplating ~~partnership with~~ the ~~Zimbabwe~~potential ~~Cricket~~acquisition ~~(“ZC”),~~of ~~pursuant~~a to51% ~~existing commercial~~controlling ~~arrangements.~~interest Ain ~~copy of~~ the ~~press~~assets ~~release~~of isNooa ~~furnished~~Holdings ~~as Exhibit 99~~Ltd.1, toa ~~this Current Report on Form 8~~Dubai-Kbased hospitality group.

~~The~~As ~~information~~described ~~contained~~ in ~~this~~the ~~Item~~press ~~7.01~~release, ~~including~~the proposed ~~Exhibit~~transaction ~~99.1,~~remains issubject ~~being~~to, ~~furnished~~among ~~and~~other ~~shall~~things, ~~not~~completion ~~be deemed “filed” for purposes~~ of ~~Section~~due 18diligence, ofnegotiation ~~the~~and ~~Securities~~execution ~~Exchange Act~~ of ~~1934,~~definitive ~~as amended~~agreements, ~~nor~~the Company’s ~~shall~~ability itto beobtain ~~deemed~~financing, ~~incorporated~~and byreceipt ~~reference~~of ~~into~~required ~~any~~approvals. ~~filing~~There ~~under~~can ~~the~~be ~~Securities~~no ~~Act~~assurance ofthat ~~1933,~~definitive asagreements ~~amended, or~~will ~~the~~be ~~Securities~~executed ~~Exchange~~or ~~Act~~that ofthe ~~1934,~~proposed astransaction ~~amended,~~will ~~except~~be ascompleted ~~expressly~~on ~~set~~the ~~forth~~terms bydescribed, ~~specific~~or ~~reference~~at ~~in such filing~~all.

A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information furnished pursuant to this Item 7.01, including Exhibit 99.1, 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, nor shall it be deemed incorporated by reference into any 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 filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Description
99.1		Press Release dated June 2530, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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 hereunto duly authorized.

Date: June 25, 2026	FLASH SPORTS & MEDIA HOLDINGS, INC.
Date: June 30, 2026	FLASH SPORTS & MEDIA HOLDINGS, INC.
	By:	/s/ Bradley Nattrass
		Name:	Bradley Nattrass
		Title:	Chairman and Chief Executive Officer

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