Sports Entertainment Gaming Global Corp 8-K

What Happened
Sports Entertainment Gaming Global Corporation (SEGG) announced on February 18, 2026 that it entered into a Common Stock Equity Distribution Agreement with Dawson James Securities, Inc. Under the agreement the company may sell, from time to time, up to $5,572,584 aggregate offering price of common stock in an "at-the-market" (ATM) program. Sales will be made under SEGG’s effective Form S-3 registration statement (File No. 333-291505), declared effective November 26, 2025, and the prospectus supplement dated January 9, 2026.

Key Details

• Agreement date: February 18, 2026; Sales agent: Dawson James Securities, Inc.
• Maximum aggregate offering price under current prospectus supplement: $5,572,584.
• Sales agent commission: 3.0% of gross proceeds from each sale; company will reimburse certain agent expenses.
• Offering is subject to Form S-3 limits (General Instruction I.B.6); company may need a new prospectus supplement to offer more than $5,572,584.
• Company may suspend or terminate sales at any time; the sales agent may also decline or suspend sales.
• Intended use of net proceeds: working capital, potential acquisitions, and general corporate purposes.
• Legal opinion regarding the issuance and sale of the shares was filed as Exhibit 5.1.

Why It Matters
This agreement gives SEGG a flexible way to raise capital as needed without a fixed underwritten offering. For investors, an ATM can lead to dilution over time if the company sells shares, and each sale will reduce proceeds by the 3% commission. The offering is limited to the $5.57M in the current prospectus supplement and subject to Form S-3 rules, so the company cannot exceed that amount without additional SEC filings. Overall, the filing signals SEGG is securing an on‑demand financing tool to support operations and potential growth opportunities.