Business Context and Reporting Period
Company: Lottery.com Inc. (Trading Symbol: SEGG; Warrants: LTRYW)
Filing Type: Form 8-K (Current Report)
Date of Report: August 28, 2025
Reporting Period: Event-specific report regarding corporate actions effective August 28, 2025.
Key Financial Metrics
This filing is a current report regarding a corporate restructuring event and does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data.
Material Changes
- Reverse Stock Split: Implemented a 1-for-10 reverse stock split of Common Stock effective 5:30 p.m. Eastern Time on August 28, 2025.
- Share Reclassification: Every 10 shares of Common Stock issued and outstanding or held as treasury stock were automatically reclassified into one new share.
- Authorized Shares: The total number of authorized shares did not change.
- Trading Status: Common Stock began trading on a reverse split-adjusted basis on Nasdaq on August 29, 2025, under the existing symbol "SEGG".
- Warrants: Publicly traded warrants (LTRYW) continue to trade on Nasdaq with an unchanged CUSIP number.
- Equity Adjustments: Proportionate adjustments were made to outstanding equity awards, warrants, and equity incentive plans regarding share counts and exercise prices.
- Fractional Shares: No fractional shares were issued; holders entitled to fractions received cash payments based on the closing price on August 28, 2025.
Guidance, Outlook, and Risks
The filing does not provide forward-looking guidance, management commentary on financial outlook, or specific risk factors beyond the standard disclosure of the reverse stock split mechanics. The action was approved by stockholders at the 2024 annual meeting (held virtually on February 20, 2025) and by the Board of Directors on August 13, 2025.
Investor Verification Checklist
- Verify the new CUSIP number for Common Stock: 54570M306.
- Confirm the adjusted number of shares held in brokerage accounts post-split.
- Check for cash payments received in lieu of fractional shares.
- Review the adjusted exercise prices and share counts for any held warrants or equity awards.
- Monitor trading volume and price action on Nasdaq starting August 29, 2025, under the symbol SEGG.