SEGG Receives Nasdaq Non-Compliance Notice for Late Form 10-K

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): April 17, 2026

Sports
Entertainment Gaming Global Corporation

(Exact
Name of Registrant as Specified in Its Charter)

| Delaware | | 001-38508 | | No. 81-1996183 |
| (State
or Other Jurisdiction

of
Incorporation) | | (Commission
File

Number) | | (I.R.S.
Employer

Identification
No.) |

| 5049
Edwards Ranch Rd., 4 th Floor

Fort
Worth, Texas | | 76109 |
| (Address
of Principal Executive Offices) | | (Zip
Code) |

(737) 587-3391

(Registrant’s
Telephone Number, Including Area Code)

n/a

(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 (see General Instruction A.2. below):

| ☐ | 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 Exchange Act:

| Title
of each class | | Trading
Symbol(s) | | Name
of each exchange on which registered |
| Common
Stock, par value $0.001 per share | | SEGG | | The
Nasdaq Stock Market LLC |
| Warrants
to purchase one share of common stock, each at an exercise price of $2,300.00 | | LTRYW | | 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
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On
April 17, 2026, SEGG Media Corporation (the “Company”) received a written notice (the “Notice”) from the Listing
Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company is not in compliance with
Nasdaq Listing Rule 5250(c)(1) as a result of its failure to timely file its Annual Report on Form 10-K for the fiscal year ended December
31, 2025 (the “Form 10-K”) with the Securities and Exchange Commission.

The
Notice has no immediate effect on the listing of the Company’s common stock on Nasdaq.

Under
Nasdaq’s Listing Rules, the Company has 60 calendar days from the date of the Notice to submit to Nasdaq a plan to regain compliance
with Rule 5250(c)(1). If Nasdaq accepts the Company’s plan, Nasdaq may grant an exception of up to 180 calendar days from the original
due date of the Form 10-K to regain compliance.

The
Company intends to submit a plan to regain compliance within the required timeframe and is working diligently to complete and file the
Form 10-K as soon as practicable.

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.

| | Sports
Entertainment Gaming Global Corporation | |

| | By: | /s/
Robert J. Stubblefield |
| | Name: | Robert
Stubblefield |
| | Title: | Interim
Chief Executive Officer |

DATE:
April 23, 2026