SBETSharplink
Deals with insiders in the proxy filed 2026-03-17
Deals between SBET and its directors, executives, owners of more than 5% or their families: a relative on the payroll, a plane the company charters from its CEO, a director's company that buys from it. SEC rules (Item 404) make the company list every such deal over $120,000 in its proxy statement.
New this year
Paragraphs about a deal, a person or a relative with nothing like them in the proxy filed 2025-03-31.
Policies and Procedures for Related Person Transactions“Our Board of Directors has adopted a written related party transactions policy, which sets forth the policies and procedures for review and approval or ratification of related party transactions (the “Related Party Transactions Policy”). Pursuant to the Related Party Transactions Policy, the Audit Committee has the primary responsibility for reviewing and approving or disapproving related party transactions, which are transactions, arrangements or relationships between us and related persons in which the aggregate amount involved will or may be expected to exceed the lesser of i) $120,000 in any fiscal year, or (ii) 1% of the average of our total assets at year-end for the last two completed fiscal years and in which a related party has or will have a direct or indirect material interest. For purposes of this Related Party Transactions Policy, a related party is defined as (i) an executive officer, director or nominee for director; (ii) any stockholder owning more than 5% of any class of our voting securities; (iii) any immediate family member of such persons; and (iv) any firm, corporation or other entity in which any of the foregoing individuals is employed as an executive officer or is a partner or principal or in a similar position or in which such person and all other related parties have, in the aggregate, a 10% or greater beneficial ownership interest.”
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Related Party Transactions“1. the amount involved in the transaction exceeds the lesser of (i) $120,000, or (ii) 1% of the average of our total assets at year-end for the last two completed fiscal years; and 2. in which any of our executive officers, directors, director nominees, or holders of 5% or more of any class of our voting securities, or any immediate family member of the foregoing, or any firm, corporation, or other entity in which any of the foregoing is employed as an executive officer, or is a partner, or principal, or in a similar position or in which such person and all related parties have, in the aggregate, a 10% or greater beneficial ownership interest, had or will have a direct or indirect material interest.”
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Strategic Advisory Agreement with Consensys“In connection with our private placement in a public equity transaction in May 2025 (the “May 2025 PIPE”), the Company entered into a strategic advisor agreement with Consensys Software, Inc., a Delaware corporation (“Consensys”) and related party (the “Strategic Advisor Agreement”). Consensys is a global blockchain technology company that provides decentralized applications and enterprise solutions, focusing on building and scaling blockchain-based systems primarily on the Ethereum blockchain. Our Chairman of the Board of Directors, Joseph Lubin, is the Chief Executive Officer of Consensys. Under the terms of the agreement, Consensys will provide a broad range of advisory services related to the Company’s ETH treasury management strategy for three years. As consideration for these services, Consensys received warrants to purchase up to 3,455,019 shares of the Company’s common stock (the “Strategic Advisor Warrants”). The Strategic Advisor Warrants have various exercise prices as follows: (i) 1,382,007 shares of common stock at an exercise price of $6.15 per share of common stock; (ii) 691,004 shares of common stock at an exercise price of $6.765 per share of common stock; (iii) 691,004 shares of common stock at an exercise price of $7.38 per share of common stock; and (iv) 691,004 shares of common stock at an exercise price of $7.995 per share of common stock. For the year ended December 31, 2025, we recognized $16.3 million of stock-based compensation expense for the Strategic Advisor Warrants issued to Consensys.”
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Secondment Agreements with Consensys Employees“As part of our collaboration with Consensys, three Consensys employees were seconded to the Company under secondment agreements. These employees provided key services in areas including strategic planning, treasury management, technology integration and business development. The secondment agreements outlined the terms of the assignment, the duration of their secondment, which began during the month of June 2025 and terminated September 30, 2025, total monthly compensation of approximately $80,000 payable to Consensys, stock-based compensation of a total of approximately $130,000 for restricted stock units awarded in September 2025, and the allocation of responsibilities between the parties. The seconded employees remained employees of Consensys, but they performed their duties for the Company during the secondment period and reported to the Company’s Chief Executive Officer and Chief Financial Officer. In exchange for these services, the Company compensated Consensys for the associated costs on a monthly basis, including the employees’ salaries, benefits and other related expenses. As of December 31, 2025, approximately $283,000 was expensed in selling, general and administrative expenses; and $130,620 was expensed as stock-based compensation in relation to the secondment agreements.”
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No longer reported 12 paragraphs of the proxy filed 2025-03-31 with nothing like them this year
Brown and Brown“The Company uses Brown & Brown (“Brown”), which acquired Hays Companies, as an insurance broker. Brown is considered a related party as an executive of Brown served on the Board of Directors of SharpLink Israel through February 2024. The Company paid $405,417, $921,565 and $1,198,710 for the years ending December 31, 2024, 2023 and 2022, respectively for insurance coverage brokered by Brown. SharpLink Israel’s former director earned no commissions for the placement of these policies.”
Read it in last year's proxy ↗
Connecticut Facility Lease“SharpLink Israel leased office space in Collinsville, Connecticut from CJEM, LLC, an entity owned by Chris Nicholas, SharpLink Israel’s former Chief Operating Officer and member of its Board of Directors who left the Company in January 2024, pursuant to a lease dated December 16, 2020 (the “Lease”). SharpLink Israel paid approximately $3,200, $38,400 in each of 2024, 2023 and 2022 under such lease. The current term of the lease expired on December 31, 2023, and SharpLink Israel had the right to extend the Lease under the same terms for an additional three-year term through December 31, 2026. On January 18, 2024 with the completion of the Sale of Business to RSports, this lease obligation was transferred to RSports in accordance with the terms of the Purchase Agreement.”
Read it in last year's proxy ↗
Policies and Procedures for Related Person Transactions“While the Company has not adopted a written related party transaction policy for the review, approval and ratification of transactions involving “related parties,” related parties are deemed to be directors and nominees for director, executive officers and immediate family members of the foregoing, as well as security holders known to beneficially own more than five percent of our common stock. The policy covers any transaction, arrangement or relationship, or series of transactions, arrangements or relationships, in which the Company was, is or will be a participant and the amount exceeds $100,000, and in which a related party has any direct or indirect interest. The policy is administered by the Audit Committee.”
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Policies and Procedures for Related Person Transactions“In determining whether to approve or ratify a related party transaction, the Audit Committee will consider whether or not the transaction is in, or not inconsistent with, the best interests of the appropriate company. In making this determination, the Audit Committee is required to consider all of the relevant facts and circumstances in light of the following factors and any other factors to the extent deemed pertinent by the committee:”
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Policies and Procedures for Related Person Transactions“The materiality of the transaction to the related party and the Company, including the dollar value of the transaction, without regard to profit or loss;”
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Policies and Procedures for Related Person Transactions“The business purpose for and reasonableness of the transaction, taken in the context of the alternatives available for attaining the purposes of the transaction;”
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Policies and Procedures for Related Person Transactions“Whether the transaction is comparable to a transaction that could be available on an arms-length basis or is on terms and conditions offered generally to parties that are not related parties;”
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Policies and Procedures for Related Person Transactions“Whether the transaction appears to be a related party transaction given the parties involved in the transaction;”
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Policies and Procedures for Related Person Transactions“Whether the transaction is in the ordinary course of business and was proposed and considered in the ordinary course of business; and The effect of the transaction on the business and operations, including on internal control over financial reporting and system of disclosure controls or procedures, and any additional conditions or controls (including reporting and review requirements) that should be applied to such transactions.”
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Policies and Procedures for Related Person Transactions“The policy contains standing pre-approvals for certain types of transactions which, even though they may fall within the definition of a related party transaction, are deemed to be pre-approved by the Company given their nature, size and/or degree of significance to the company. These include compensation arrangements with directors and executive officers for which disclosure is required in the proxy statement and sales of products or services in the ordinary course of business.”
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Policies and Procedures for Related Person Transactions“In the event the Company inadvertently enters into a related party transaction that requires, but has not received, pre-approval under the policy, the transaction will be presented to the appropriate Board for review and ratification promptly upon discovery. In such event, the committee will consider whether such transaction should be rescinded or modified and whether any changes in our controls and procedures or other actions are needed.”
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Vote Required for Approval“For the Election of Directors Proposal, the Director nominees who receive the highest number of “FOR” votes will be elected as Directors. You may vote “FOR” or “WITHHOLD” with respect to each Director nominee. Votes that are withheld will be excluded entirely from the vote with respect to the nominee from which they are withheld and will have the same effect as an abstention.”
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New wording of the review policy 1 paragraph without an amount or a name
Related Party Transactions“The following is a description of transactions or series of transactions since January 1, 2025, to which we were or will be a party, in which:”
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The whole section
5 paragraphs quoted as filed
Policies and Procedures for Related Person Transactions“Our Board of Directors has adopted a written related party transactions policy, which sets forth the policies and procedures for review and approval or ratification of related party transactions (the “Related Party Transactions Policy”). Pursuant to the Related Party Transactions Policy, the Audit Committee has the primary responsibility for reviewing and approving or disapproving related party transactions, which are transactions, arrangements or relationships between us and related persons in which the aggregate amount involved will or may be expected to exceed the lesser of i) $120,000 in any fiscal year, or (ii) 1% of the average of our total assets at year-end for the last two completed fiscal years and in which a related party has or will have a direct or indirect material interest. For purposes of this Related Party Transactions Policy, a related party is defined as (i) an executive officer, director or nominee for director; (ii) any stockholder owning more than 5% of any class of our voting securities; (iii) any immediate family member of such persons; and (iv) any firm, corporation or other entity in which any of the foregoing individuals is employed as an executive officer or is a partner or principal or in a similar position or in which such person and all other related parties have, in the aggregate, a 10% or greater beneficial ownership interest.”
Read it in the proxy ↗
Related Party Transactions“The following is a description of transactions or series of transactions since January 1, 2025, to which we were or will be a party, in which:”
Read it in the proxy ↗
Related Party Transactions“1. the amount involved in the transaction exceeds the lesser of (i) $120,000, or (ii) 1% of the average of our total assets at year-end for the last two completed fiscal years; and 2. in which any of our executive officers, directors, director nominees, or holders of 5% or more of any class of our voting securities, or any immediate family member of the foregoing, or any firm, corporation, or other entity in which any of the foregoing is employed as an executive officer, or is a partner, or principal, or in a similar position or in which such person and all related parties have, in the aggregate, a 10% or greater beneficial ownership interest, had or will have a direct or indirect material interest.”
Read it in the proxy ↗
Strategic Advisory Agreement with Consensys“In connection with our private placement in a public equity transaction in May 2025 (the “May 2025 PIPE”), the Company entered into a strategic advisor agreement with Consensys Software, Inc., a Delaware corporation (“Consensys”) and related party (the “Strategic Advisor Agreement”). Consensys is a global blockchain technology company that provides decentralized applications and enterprise solutions, focusing on building and scaling blockchain-based systems primarily on the Ethereum blockchain. Our Chairman of the Board of Directors, Joseph Lubin, is the Chief Executive Officer of Consensys. Under the terms of the agreement, Consensys will provide a broad range of advisory services related to the Company’s ETH treasury management strategy for three years. As consideration for these services, Consensys received warrants to purchase up to 3,455,019 shares of the Company’s common stock (the “Strategic Advisor Warrants”). The Strategic Advisor Warrants have various exercise prices as follows: (i) 1,382,007 shares of common stock at an exercise price of $6.15 per share of common stock; (ii) 691,004 shares of common stock at an exercise price of $6.765 per share of common stock; (iii) 691,004 shares of common stock at an exercise price of $7.38 per share of common stock; and (iv) 691,004 shares of common stock at an exercise price of $7.995 per share of common stock. For the year ended December 31, 2025, we recognized $16.3 million of stock-based compensation expense for the Strategic Advisor Warrants issued to Consensys.”
Read it in the proxy ↗
Secondment Agreements with Consensys Employees“As part of our collaboration with Consensys, three Consensys employees were seconded to the Company under secondment agreements. These employees provided key services in areas including strategic planning, treasury management, technology integration and business development. The secondment agreements outlined the terms of the assignment, the duration of their secondment, which began during the month of June 2025 and terminated September 30, 2025, total monthly compensation of approximately $80,000 payable to Consensys, stock-based compensation of a total of approximately $130,000 for restricted stock units awarded in September 2025, and the allocation of responsibilities between the parties. The seconded employees remained employees of Consensys, but they performed their duties for the Company during the secondment period and reported to the Company’s Chief Executive Officer and Chief Financial Officer. In exchange for these services, the Company compensated Consensys for the associated costs on a monthly basis, including the employees’ salaries, benefits and other related expenses. As of December 31, 2025, approximately $283,000 was expensed in selling, general and administrative expenses; and $130,620 was expensed as stock-based compensation in relation to the secondment agreements.”
Read it in the proxy ↗
Paragraphs are compared by their words, not read by AI: one counts as new when no paragraph last year shares half of its words, or when it names a person or company last year's section did not. A deal reported again with a new amount is not new. Always check the filing. Open the proxy ↗ · Last year's proxy ↗