Form 8-K

8-K — Flash Sports & Media Holdings, Inc.

Accession: 0001213900-26-072057

Filed: 2026-06-25

Period: 2026-06-25

CIK: 0001706524

SIC: 5080 (WHOLESALE-MACHINERY, EQUIPMENT & SUPPLIES)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — ea0295950-8k_flash.htm (Primary)

EX-99.1 — PRESS RELEASE DATED JUNE 25, 2026 (ea029595001ex99-1.htm)

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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 25, 2026

FLASH SPORTS & MEDIA HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-39933

46-5158469

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

1140 Avenue of the Americas, Suite 1140

New York, New York 10036

(Address of principal executive offices, including

zip code)

Registrant’s telephone number, including

area code: (720) 390-3880

8913 Regents Park Drive, Suite 550

Tampa, Florida 33647

(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(s)

Name of each exchange on which registered

Common Stock, par value $0.001 per share

FLZH

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 ☐

If 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

On June 25, 2026, Flash Sports & Media Holdings,

Inc. (the “Company”) issued a press release announcing the launch of the Zimbabwe T20 League (“ZT20”), a new professional

franchise cricket league scheduled to debut in October and November 2026. ZT20 is being developed through the Company’s subsidiary,

Innovative Production Group FZ, LLC (“IPG”), in partnership with the Zimbabwe Cricket (“ZC”), pursuant to existing

commercial arrangements. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained in this Item 7.01, including

Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act

of 1934, as amended, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or

the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

Number

Description

99.1

Press Release dated June 25, 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 25, 2026

FLASH SPORTS & MEDIA HOLDINGS, INC.

By:

/s/ Bradley Nattrass

Name:

Bradley Nattrass

Title:

Chairman and Chief Executive Officer

EX-99.1 — PRESS RELEASE DATED JUNE 25, 2026

EX-99.1

Filename: ea029595001ex99-1.htm · Sequence: 2

Exhibit 99.1

Flash Sports & Media (Nasdaq: FLZH) Announces

Planned Launch of Zimbabwe T20 League (ZT20)

New professional franchise cricket league

is tentatively scheduled to debut in October-November 2026, subject to definitive documentation, required approvals, venue availability,

player availability, financing, and other customary execution conditions.

Proposed ZT20 league is designed as a long-term

sports, media, and sports-tourism property intended to showcase Zimbabwe as a premier destination for international T20 cricket, with

a grand opening ceremony currently planned for Victoria Falls and matches expected across Harare Sports Club and Bulawayo.

HARARE, Zimbabwe and TAMPA, Fla., June 25, 2026 (GLOBE NEWSWIRE) --

Flash Sports & Media, Inc. (Nasdaq: FLZH) (“Flash” or the “Company”), a cricket-focused sports and media company,

today announced plans for the Zimbabwe T20 League (“ZT20”), a proposed professional franchise T20 cricket league tentatively

scheduled to debut in October and November 2026. The planned launch remains subject to definitive documentation, required approvals, venue

availability, player availability, financing, and other customary execution conditions.

ZT20 is expected to be developed as a long-term sports and media property

through the Company’s subsidiary Innovative Production Group FZ, LLC (“IPG”), in collaboration with Zimbabwe Cricket (“ZC”),

subject to the terms of applicable commercial arrangements and any required approvals. The proposed league is designed to showcase Zimbabwe

as one of Africa’s leading cricket and sports-tourism destinations, with a grand opening ceremony currently planned at the proposed cricket

stadium in Victoria Falls and matches expected to be played across Harare Sports Club and Bulawayo.

Actual revenues, if any, will depend on the specific terms of the Company’s

contractual arrangements and on overall tournament outcomes, and may differ materially from any industry-level references included in

this release. This press release is for informational purposes only and does not constitute an offer to sell, or a solicitation of an

offer to buy, any securities, franchise interests, investment contracts, or other investment opportunities.

ZT20 - LEAGUE OVERVIEW

● Tournament window: Debut tentatively scheduled for October and November 2026, subject to definitive documentation, required approvals,

venue availability, player availability, financing, and other customary execution conditions.

● League: Zimbabwe T20 League (“ZT20”), a proposed professional franchise T20 cricket league.

● Tournament structure: Grand opening ceremony currently anticipated at the proposed cricket stadium in Victoria Falls, subject to venue

completion, availability, permits, and applicable approvals; matches expected to be staged across Harare Sports Club and Bulawayo, subject

to scheduling and operational requirements.

● Development and operation: Expected to be developed and commercialized through Flash Sports & Media, Inc.’s subsidiary Innovative

Production Group FZ, LLC, in collaboration with Zimbabwe Cricket, subject to definitive documentation and required approvals.

● Format: Franchise-based teams expected to feature Zimbabwean and international players, subject to negotiation, availability, eligibility,

scheduling, applicable approvals, and definitive arrangements.

● Expected host venues: Victoria Falls, Harare Sports Club, and Bulawayo, subject to venue availability, scheduling, permits, and applicable

approvals.

● Distribution: Expected pursuit of global broadcast distribution and digital / streaming initiatives, subject to definitive arrangements

and market acceptance.

● Expected commercial model: The league is expected to pursue centralized media rights, sponsorship sales, merchandise, licensing, hospitality,

and related commercial opportunities, subject to definitive arrangements and market acceptance.

● Founding franchises: A select number of founding franchises and commercial partnerships may be evaluated and introduced; ownership

groups and commercial partners, if any, would be announced following definitive agreements and applicable approvals.

● Target audiences: Africa, Asia, North America, Europe, and the Middle East.

● Flash involvement: Through subsidiary Innovative Production Group FZ, LLC under existing and proposed commercial arrangements, subject

to definitive documentation and required approvals.

A NEW SPORTS PROPERTY IN A HIGH-GROWTH REGION

Zimbabwe combines a passionate cricket following, local and international

cricket talent, and globally recognized tourism destinations, which the Company believes position the country as a compelling platform

for a scalable sports entertainment and sports-tourism asset. If successfully launched, ZT20 is intended to bring professional T20 cricket

to several prominent Zimbabwean locations while promoting the country on the global sports and tourism map.

ZT20 is intended to build long-term franchise and commercial value

through the following pillars:

● centralized media rights;

● sponsorship sales;

● franchise and commercial partnership opportunities;

● digital and streaming distribution;

● merchandise and licensing programs;

● grassroots cricket development;

● international and local player acquisition; and

● sports-tourism activation around iconic venues.

PLAYER PARTICIPATION

No player has committed to participate in ZT20 unless and until definitive

player agreements or applicable league participation arrangements are entered into. Any references to specific players or player pools

are for contextual purposes only and should not be interpreted as a commitment, endorsement, or agreement to participate.

Zimbabwe cricket has experienced global momentum, with Zimbabwean national

players participating in leading franchise leagues and international tournaments. Zimbabwe’s notable international performances have further

highlighted the country’s ability to compete on the global cricket stage.

Subject to negotiation, availability, eligibility, scheduling, applicable

approvals, and definitive arrangements, the league may seek to include leading Zimbabwean players and international players from established

T20 markets, including India, the West Indies, South Africa, Pakistan, Afghanistan, Bangladesh, England, and other cricket markets. There

can be no assurance that any particular player or category of player will participate in ZT20.

LEADERSHIP COMMENTARY

Givemore Makoni, Managing Director, Zimbabwe Cricket:

“This proposed league has the potential

to provide a valuable platform for Zimbabwean players to compete with top international talent and create new opportunities for cricket

development, commercial growth, and fan engagement across the country.”

Anil Mohan, Founder, The IPG Group:

“Zimbabwe has many of the ingredients required

to become a major T20 cricket destination - passionate fans, strong local talent, iconic venues, and global tourism appeal. With Victoria

Falls currently planned as the launch venue, this proposed league is intended to promote cricket while also supporting Zimbabwe’s profile

on the global sports and tourism map.”

Bradley Nattrass, Chief Executive Officer, Flash Sports & Media,

Inc.:

“Live sports properties and premium media

rights continue to attract global interest. If successfully launched, ZT20 is expected to combine elite competition, iconic venues, digital

distribution, sponsorship opportunities, franchise ownership, and international fan engagement, while extending Flash’s franchise-league

strategy into a high-potential African market.”

FRANCHISE AND COMMERCIAL PARTNER OPPORTUNITIES

The league expects to evaluate a select number of founding franchise

and commercial partnership opportunities. Any franchise, sponsorship, licensing, hospitality, media, or other commercial arrangement would

be subject to definitive agreements, applicable legal requirements, required approvals, and market conditions. No franchise, securities,

or other investment opportunity is being offered or sold by this press release. Potential commercial arrangements may involve sponsorship,

licensing, hospitality, media, merchandise, and other league-related commercial opportunities, but there can be no assurance that any

such opportunities will be completed or generate revenue.

STRATEGIC CONTEXT FOR FLASH

Through its subsidiary Innovative Production Group FZ, LLC, the Company

participates in professional cricket as a sports, media, and experiential platform, with exposure to media, sponsorship, and on-ground

activations through its contractual arrangements. The planned launch of ZT20 is intended to extend the Company’s franchise-league footprint

into Africa, complementing its existing involvement in the Lanka Premier League and the previously announced Malaysia T20 League.

The Company’s economic participation will depend on the specific terms

of its contractual arrangements and on overall tournament outcomes, and may differ materially from any industry-level references included

in this release. ZT20 remains an early-stage initiative and has not yet commenced operations. The Company cannot provide assurance that

ZT20 will launch on the anticipated timeline, that any franchise, sponsorship, media, player, venue, or other commercial arrangements

will be completed, or that the Company will generate material revenue from ZT20.

INDUSTRY CONTEXT (THIRD-PARTY DATA)

For general context only, publicly available third-party reports have

described T20 cricket as a high-engagement global format with substantial international fan interest across South Asia, Southeast Asia,

Africa, the Caribbean, the United Kingdom, and other markets. Reported media rights values for mature, established leagues such as the

Indian Premier League are not comparable to ZT20 and should not be interpreted as indicative of the Company’s expected results, revenues,

valuation, or economic opportunity.

These figures and references relate to the broader industry or to other

leagues and are not a projection of the Company’s financial results, revenues, valuation, or economic impact from ZT20, and should not

be relied on as such. The Company has not independently verified third-party market, industry, or economic data referenced in this press

release and makes no representation as to its accuracy or completeness.

DISCLAIMER

References to the Zimbabwe T20 League, its anticipated format, venues,

franchises, prospective franchise ownership groups, players, partners, sponsors, market size, or economic impact are based on the Company’s

current plans, third-party information, or industry estimates, and are subject to change. The development and launch of ZT20 are subject

to a range of conditions, including definitive agreements, regulatory and governing-body approvals, venue availability, player availability,

financing, and market conditions.

The Company’s involvement is expected to be conducted through Flash

Sports & Media, Inc., Innovative Production Group FZ, LLC, and related commercial arrangements, in collaboration with Zimbabwe Cricket,

subject to definitive documentation and required approvals. References to franchise ownership, player participation, venues, market size,

or economic impact are based on current plans, third-party information, or industry estimates that the Company has not independently verified.

The Company’s actual revenues, if any, will depend on its contractual arrangements and may differ materially from industry metrics referenced

herein.

Nothing in this press release constitutes an offer to sell, or a solicitation

of an offer to buy, any securities, franchise interests, investment contracts, or other investment opportunities. Any future franchise

ownership opportunities, if pursued, would be subject to definitive agreements, applicable legal requirements, and any required regulatory

approvals. No offering of franchise interests or other investment opportunities is being made by this press release.

###

About Flash Sports & Media, Inc.

Flash Sports & Media, Inc. (Nasdaq: FLZH) is a cricket-focused

sports and media company seeking to develop and commercialize cricket media, league-management, sponsorship, and related sports-entertainment

opportunities. Through its relationship with Innovative Production Group FZ, LLC, Flash is focused on professional cricket properties,

media and broadcast opportunities, sponsorships, league operations, and related commercial initiatives. The Company’s business plans remain

subject to execution risks, market conditions, definitive agreements, third-party approvals, and the Company’s ability to finance, develop,

and commercialize its sports and media initiatives. www.flashsportsandmedia.com

About the Zimbabwe T20 League

The Zimbabwe T20 League (ZT20) is a proposed professional T20 franchise

cricket league expected to be developed through Flash Sports & Media, Inc. and Innovative Production Group FZ, LLC in collaboration

with Zimbabwe Cricket, subject to definitive documentation and required approvals. Tentatively scheduled to debut in October and November

2026, and currently planned to launch with a grand opening ceremony at Victoria Falls and matches across Harare Sports Club and Bulawayo,

ZT20 is designed as a long-term sports, media, and sports-tourism property featuring franchise-based teams, Zimbabwean and international

players, broadcast and streaming distribution, and commercial sponsorship opportunities serving audiences across Africa, Asia, North America,

Europe, and the Middle East. ZT20 remains an early-stage initiative and has not yet commenced operations.

About Zimbabwe Cricket

Zimbabwe Cricket (ZC) is the national governing body for the sport

of cricket in Zimbabwe, responsible for the development, administration, and promotion of cricket across the country, and a Full Member

of the International Cricket Council.

About Twenty20 Cricket

Twenty20 (T20) is a format of cricket in which each team plays a maximum

of 20 overs. Introduced by the England and Wales Cricket Board in 2003, T20 matches are typically completed in approximately three and

a half hours. For more information, visit: http://www.t20worldcup.com

ZT20 is an early-stage initiative that has not yet commenced operations.

The league’s successful launch and commercialization remain subject to numerous risks and uncertainties, including execution, financing,

sponsorship, media distribution, regulatory approvals, venue availability, player availability, and market acceptance.

Forward-Looking Statements

This press release contains “forward-looking statements”

within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to,

statements regarding the Company’s expectations, beliefs, or intentions relating to the proposed launch, development, and commercialization

of the Zimbabwe T20 League; the development and commercialization of sports and media platforms; potential sponsorship, media rights,

franchise sales, and other commercial opportunities; anticipated market size and growth; the participation of franchises, players, partners,

venues, broadcasters, or sponsors; and the Company’s ability to generate revenues from its activities. Forward-looking statements may

be identified by words such as “anticipate,” “believe,” “expect,” “intend,” “plan,”

“may,” “will,” “could,” “seek,” “estimate,” “potential,” or similar expressions.

Forward-looking statements are not guarantees of future performance, events, or results, and readers should not place undue reliance on

them.

These forward-looking statements are based on current expectations,

estimates, and assumptions and involve known and unknown risks and uncertainties that could cause actual results and outcomes to differ

materially from those expressed or implied by such statements. Such risks and uncertainties include, without limitation: the early-stage

nature of ZT20 and the many conditions to its successful launch and operation; the possibility that definitive agreements with Zimbabwe

Cricket, venues, franchise owners, sponsors, broadcasters, players, vendors, or other counterparties may not be entered into on acceptable

terms, or at all; the possibility that required governmental, regulatory, league, venue, or governing-body approvals may not be obtained;

venue completion, availability, permitting, security, logistics, and operational risks; the Company’s reliance on third-party partners,

including Zimbabwe Cricket, Innovative Production Group FZ, LLC, and other counterparties, to perform under contractual arrangements;

uncertainties regarding the participation, availability, or continued involvement of franchise owners, players, ambassadors, or other

talent referenced in this press release; the possibility that anticipated franchise sales, sponsorships, media rights arrangements, or

other commercial opportunities may not materialize or may be delayed; the extent to which the Company is able to generate revenues, if

any, from ZT20; risks relating to the integration of Innovative Production Group FZ, LLC and the Company’s ability to realize anticipated

synergies; the Company’s ability to develop, monetize, and scale its sports, media, and experiential business lines; the timing and success

of expansion into new markets; the Company’s ability to establish or maintain strategic relationships and commercial arrangements; general

economic, market, and industry conditions; competitive dynamics within the sports and media sectors; international, geopolitical, and

regulatory risks associated with global sporting events; and the Company’s ability to maintain compliance with applicable listing standards

of The Nasdaq Stock Market LLC.

In addition, certain market, industry, and economic data referenced

in this press release are based on third-party sources and estimates that the Company believes to be reliable, but the Company has not

independently verified such information and makes no representation as to its accuracy or completeness. References to prospective franchise

ownership, players, partners, venues, and related individuals are based on the Company’s current plans or on third-party announcements

and media reports that the Company has not independently verified.

Additional factors that could cause actual results to differ materially

from those described in forward-looking statements can be found in the Company’s most recent Annual Report on Form 10-K and subsequent

Quarterly Reports on Form 10-Q, as well as other filings with the Securities and Exchange Commission, which are available at www.sec.gov.

Forward-looking statements speak only as of the date of this press

release, and the Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information,

future events, or otherwise, except as required by law.

Investor Relations Contact

Investors@flashsm.com

Company Websites

https://flashsportsandmedia.com

https://www.theipggroup.com

A photo accompanying this announcement is available at [GlobeNewswire

to insert media URL].

Photo Caption: Mr. Givemore Makoni, Managing Director of Zimbabwe Cricket,

with Mr. Anil Mohan, Founder of The IPG Group, during discussions related to the proposed Zimbabwe T20 League at Harare Sports Club.

Source: Flash Sports & Media, Inc. (Nasdaq: FLZH)

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

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Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

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- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

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Namespace Prefix:

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- Details

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