SEGG

Business Context and Reporting Period

Company: Lottery.com Inc. (Note: Request metadata listed "Sports Entertainment Gaming Global Corp," but the filing identifies Lottery.com Inc.)
Filing Type: Form 8-K (Current Report)
Date of Report: February 20, 2025
Event: 2024 Annual Meeting of Stockholders held at the Mar-a-Lago Club in Palm Beach, Florida.

Key Financial Metrics

This filing is a Current Report regarding corporate governance and shareholder voting. It does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data. The filing text does not provide a clear value for any financial metrics.

Material Changes and Voting Results

Shareholder Participation:

• Total shares entitled to vote: 12,080,919
• Total shares voted: 5,864,197 (48.54% participation)

Voting Outcomes: All four proposals were approved with identical vote counts:

• Proposal 1 (Director Election): 5,863,929 For; 268 Against; 0 Abstain.
• Proposal 2 (Reverse Stock Split Authorization): 5,863,929 For; 268 Against; 0 Abstain. This authorized a reverse split ratio between 1-for-2 and 1-for-30 at the Board's discretion.
• Proposal 3 (Auditor Ratification): 5,863,929 For; 268 Against; 0 Abstain. Ratified Boladale Lawal & Co. as independent auditors.
• Proposal 4 (Adjournment Authority): 5,863,929 For; 268 Against; 0 Abstain.

Post-Meeting Board Action:

Following the meeting, the Board of Directors determined that a reverse stock split was not necessary at this time and voted not to effectuate the reverse stock split, despite shareholder authorization.

Guidance, Outlook, and Risks

Management Commentary: The Board explicitly stated that a reverse stock split was deemed unnecessary following the vote.
Risks and Contingencies: No specific risks or contingencies were disclosed in this filing beyond the standard governance matters addressed.

Key Facts for Investor Verification

• Reverse Split Status: Although shareholders authorized a reverse stock split, the Board has explicitly decided not to implement it at this time.
• Auditor: Boladale Lawal & Co. has been ratified as the independent registered public accounting firm for the year ending December 31, 2024.
• Shareholder Engagement: Approximately 48.54% of outstanding shares participated in the vote, with overwhelming support (99.99% For) for all proposals.
• Meeting Location: The Annual Meeting was conducted from the Mar-a-Lago Club.