{"url_path":"/sec/mgam/10-q/2026/item-2","section_key":"item-2","section_title":"Item 2 Unregistered Sales of Equity Securities and Use of Proceeds","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-05-15","source_url":"https://www.sec.gov/Archives/edgar/data/1886362/0001213900-26-057173-index.html","accession_number":"0001213900-26-057173","cik":"0001886362","ticker":"MGAM","issuer_name":"Mobile Global Esports, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1886362/0001213900-26-057173-index.html","primary_entity_key":"0001886362","primary_entity_name":"Mobile Global Esports, Inc."},"word_count":337,"has_tables":true,"body_markdown":"Item 2. Unregistered Sales of Equity Securities and Use of Proceeds \n\n \n\nDuring January 2026, the Company issued 5,300,000 shares of common stock\nin connection with the asset purchase agreement with Reality Sports Online, Inc. in exchange for a technology platform, intellectual property,\nand other related assets.\n\n \n\nDuring January 2026, the Company issued 1,300,000 shares of common stock\nin connection with convertible promissory notes that were issued during the three months ended December 31, 2025, in the total principal\namount of $325,000. The holders of the notes payable also received shares of common stock equal to the principal amount of the note payable\ndivided by $0.25 upon issuance of the respective notes payable.\n\n \n\nDuring February 2026, the Company issued a convertible promissory note\nin the total principal amount of $25,000. The holder of the note payable also received shares of common stock equal to the principal amount\nof the note payable divided by $0.25 upon issuance of the respective note payable. There were 100,000 shares of common\nstock issued with the notes payable.\n\n \n\nAs part of the Company’s Investment Bank Agreement,\nthe Company issued 917,431 shares of common stock to the Investment Bank, with an approximate fair value of $106,000, during the three\nmonths ended March 31, 2026. The Investment Bank earned this Placement Success fee for helping to originate the Standby Equity Purchase\nAgreement that was signed on December 1, 2025.\n\n \n\nDuring March 2026, the holder of September Convertible\nNote A converted approximately $30,000 of principal and approximately $1,000 of accrued interest into 1,653,447 shares of common stock.\nThe Company also issued 160,439 shares of common stock for approximately $8,000 of fees incurred.\n\n \n\nDuring March 2026, the holder of September Convertible\nNote B converted approximately $12,000 of accrued interest into 449,602 shares of common stock. The Company also issued 135,398 shares\nof common stock to the holder of September Convertible Note B for approximately $4,000 of fees incurred.\n\n \n\nThe foregoing issuances were made in reliance upon the exemption from\nregistration under Section 4(a)(2) of the Securities Act."}