Game Your Game Inc. (GYGY): Entry into a Material Definitive Agreement
Game Your Game Inc. (GYGY) filed an SEC Form 8-K — Entry into a Material Definitive Agreement. Exhibit 99.1 Game Your Game, Inc. Announces Direct Listing on Nasdaq - Common Stock to Begin Trading Under the Symbol “GYGY” PALO ALTO, Calif. — July 30, 2026 — Game Your Game, Inc. (“GYGY” or the “Company”), an AI-powered sports performance technology company focused on the golf
How this was made
The 30-second read
Why it matters
This 8-K discloses a material definitive agreement amending the note’s maturity and repayment mechanics, including retroactive effectiveness and waivers of certain default triggers. It also includes a letter agreement where the parent waives certain trigger events during a defined period around the direct listing.
Market read
The amendment changes the company’s debt covenant and repayment schedule, directly affecting perceived default risk and equity-credit linkage around the direct listing and the $4.00 share-price threshold.
What to watch
Traders should focus on how the repayment caps interact with the company’s ability to complete the direct listing and sell $40M of Series A preferred, since those milestones drive the repayment schedule and potential cash burn.
Background
The company previously issued an unsecured promissory note to its controlling parent affiliate (Grafiti LLC) and later structured a direct listing with a Series A convertible preferred exchange.
Ticker impact
Game Your Game entered a Third Amendment and Waiver to its 10% note, extending maturity to July 31, 2027 and revising repayment caps tied to listing and share price.
Likely modest positive bias from lower default risk, but with added sensitivity to the $4.00 share-price threshold that governs monthly repayment caps.
The filing is a primary disclosure (8-K) detailing new covenant mechanics: maturity extension, waiver of certain defaults, and repayment caps that tighten when the stock trades below $4.00. However, the excerpt does not provide the full economic terms or current outstanding balance beyond the principal amount, limiting precision on magnitude.
Market effects
For small-cap issuers with direct listings and related preferred structures, the filing highlights how debt repayment can be explicitly linked to listing progress and equity price levels.
No clear regional spillover beyond Nasdaq-listed small-cap credit and equity risk sentiment.
Limited global relevance; primarily affects the issuer’s capital structure and near-term refinancing/default risk.
Counterpoint
The maturity extension may be viewed as a sign of ongoing liquidity stress, and the $4.00 threshold could increase repayment constraints if the stock underperforms.
Key entities
- issuerGame Your Game, Inc.
Nasdaq-listed company (GYGY) amending its unsecured promissory note and related preferred-stock trigger mechanics.
- counterpartyGrafiti LLC
Affiliate of the controlling stockholder that holds the amended promissory note.
- controlling stockholderGrafiti Group LLC
Parent and beneficial owner of more than 50% of the company’s common stock, party to the exchange and waiver arrangements.
- counterpartyStreeterville Capital, LLC
Named in the repayment provisions as the party to the Securities Purchase Agreement for Series A convertible preferred stock.