Form 8-K

8-K — Sharplink, Inc.

Accession: 0001493152-26-031202

Filed: 2026-06-30

Period: 2026-06-30

CIK: 0001981535

SIC: 6199 (FINANCE SERVICES)

Item: Regulation FD Disclosure

Item: Other Events

Item: Financial Statements and Exhibits

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8-K — form8-k.htm (Primary)

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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): June 30, 2026

SHARPLINK,

INC.

(Exact

name of registrant as specified in its charter)

Delaware

001-41962

87-4752260

(State

or other jurisdiction

incorporation)

(Commission

File

Number)

(IRS

Employer

Identification

No.)

200

S. Biscayne Boulevard, Floor 20, Miami, Florida

33131

(Address

of principal executive offices)

(Zip

Code)

Registrant’s

telephone number, including area code: (612) 293-0619

Not

Applicable

(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:

☐

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 Act:

Title

of each class

Trading

symbol

Name

of each exchange on which registered

Common

Stock, $0.0001 per share

SBET

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 ☐

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

7.01 Regulation FD Disclosure.

June 30, 2026, Sharplink, Inc. (the “Company”) issued a press release announcing the Company’s ETH holdings to date,

gross proceeds from the registered direct offering that closed on June 23, 2026 (the “Registered Direct”), and the utilization

of its 2025 Share Repurchase Program as described herein. The press release is attached as Exhibit 99.1 to this Current Report on Form

8-K and incorporated into this item 7.01 by reference.

The

information in this Item 7.01 of this Current Report on Form 8-K, including the information contained in Exhibit 99.1 is being furnished

to the U.S. Securities and Exchange Commission, and shall not be deemed to be “filed” for the purposes of Section 18 of the

Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section,

and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange

Act, except as shall be expressly set forth by a specific reference in such filing.

Item

8.01 Other Events.

Stock

Repurchase Program

August 21, 2025, the Board of Directors of the Company approved a share repurchase program (the “2025 Repurchase Program”)

providing for the repurchase of up to $1.5 billion of the Company’s outstanding shares of common stock, par value $0.0001 per share

(the “Common Stock”).

During

the period from June 24, 2026 through June 26, 2026, the Company repurchased 2,132,773 shares of Common Stock at an average purchase

price of $4.69 per share.

ETH

Update

During

the period from June 24, 2026 through June 26, 2026, the Company acquired 10,000 ETH for an aggregate purchase price of approximately

$16.1 million (inclusive of fees and expenses) at a weighted average purchase price per ETH of $1,611.04 (inclusive of fees and expenses).

The purchases were made using the proceeds the Company received from the Registered Direct as described herein.

The

Company engages in staking activities with respect to its ETH (“ETH Holdings”). As of June 28, 2026, substantially all of

the ETH Holdings were deployed in staking, including through liquid staking (“LsETH”). As of June 28, 2026, the Company’s

aggregate ETH Holdings were 886,725 of which 632,719 of the total ETH Holdings are native ETH, 181,299 ETH as-if redeemed from LsETH

and 72,707 ETH as-if redeemed from weETH.

Item

9.01 Financial Statements and Exhibits.

(d)

Exhibits

Exhibit

No.

Description

99.1

Press Release, dated June 30, 2026.

104

Cover

Page Interactive Data File (embedded within the Inline XBRL document).

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.

Date:

June 30, 2026

SHARPLINK,

INC.

/s/

Joseph Chalom

Joseph

Chalom

Chief

Executive Officer

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

Sharplink

Acquires 10,000 ETH, Bringing Total ETH Holdings to 886,725; Repurchases Over 2.1 Million Shares of Common Stock

MIAMI

– June 30, 2026 – (GLOBE NEWSWIRE) – Sharplink, Inc. (Nasdaq: SBET) (“Sharplink” or the “Company”),

one of the world’s largest corporate holders of Ether (“ETH”) and a prominent industry advocate of Ethereum adoption,

today announced the purchase of 10,000 ETH at an average price of $1,611 per ETH, bringing total ETH holdings1 to 886,725.

The Company also announced the repurchase of 2,132,773 shares of its common stock in the open market at an average purchase price of

$4.69 per share in connection with its ongoing stock buyback program.

Key

Company Highlights for the Week Ending June 28, 2026

● Raised

$75 million via a registered direct offering of common stock and warrants.

● Bought

10,000 ETH at an average price of approximately $1,611 per ETH.

● Total

ETH holdings1 increased to 886,725.

● Repurchased

2,132,773 shares of common stock, bringing total to 4,071,223 shares repurchased since initiating

its buyback program in August 2025.

The

Company’s ETH purchases reflect its continued commitment to growing its ETH treasury as a long-term reserve asset. Separately,

pursuant to its ongoing stock buyback program, Sharplink has repurchased its common stock, which it believes is significantly undervalued.

“The

successful completion of our $75 million registered direct offering last week has strengthened our balance sheet and provided the capital

to support our active ETH treasury management strategy. Our capital allocation philosophy is disciplined and straightforward: every financing

decision we make is based on our long-term objective to increase ETH per share,” stated Joseph Chalom, CEO of Sharplink.

Total ETH holdings held as of June 28, 2026, were comprised of 632,719 native ETH, 181,299 ETH as-if redeemed from LsETH and 72,707 ETH

as-if redeemed from weETH.

About

Sharplink, Inc.

Sharplink

is a leading institutional-grade Ethereum treasury platform designed to give public market investors smarter, more productive exposure

to ETH. Ethereum underpins the majority of global stablecoin, tokenized real-world assets and decentralized finance settlement. Sharplink

was founded in 2019 and is headquartered in Miami, Florida. Learn more at www.sharplink.com.

Forward-Looking

Statement

Statements

in this press release about future expectations, plans and prospects, as well as any other statements regarding matters that are not

historical facts, may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform

Act of 1995, and these forward-looking statements are subject to various risks and uncertainties. Such statements include, but are not

limited to, goals and expectations regarding the Company’s strategy and potential partnerships, and other statements accompanied

by the words “intends,” “may,” “will,” “plans,” “expects,” “anticipates,”

“projects,” “predicts,” “estimates,” “aims,” “believes,” “hopes,”

“potential” or similar words, but the absence of these words does not mean that a statement is not forward-looking. Actual

results could differ materially from those described in these forward-looking statements due to certain factors, including without limitation,

the intended use of proceeds from our recent Offering; the potential use of the Company’s ATM facility; the Company’s ability

to repurchase additional shares of its common stock under its stock repurchase program; the Company’s ability to achieve and sustain

profitable operations; volatility in the market price of ETH and its resulting impact on the Company’s accounting and financial

reporting; changes in government regulation of cryptocurrencies and online betting; changes in securities laws or other applicable regulations;

fluctuations in customer demand and overall economic conditions; competitive pressures, including competing products, pricing, and sales

cycles; the protection and enforcement of the Company’s proprietary rights; and other risks and uncertainties described in the

Company’s Annual Report and other filings with the SEC. Under U.S. generally accepted accounting principles, entities are generally

required to measure certain crypto assets at fair value, with changes reflected in net income each reporting period. Changes in the fair

value of crypto assets could result in significant fluctuations to the balance sheet and income statement results. Additionally, for

other certain types of crypto assets, the Company uses the historical costs less impairment model. This model may require the Company

to record an associated impairment charge reflected in net income as a result of a decrease in the market price of the crypto assets

below the cost value at which the Company’s crypto assets are carried on its balance sheet. Any forward-looking statements contained

in this press release speak only as of the date hereof, and the Company does not undertake any responsibility to update the forward-looking

statements in this press release.

CONTACT:

Sharplink’s

Investor Relations Contact:

Sean

Mansouri, CFA or Aaron D’Souza | Elevate IR

Phone:

(720) 330-2829

Email:

ir@sharplink.com

Sharplink’s

Media Contact:

Email:

media@sharplink.com

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