Form 8-K

8-K — GameSquare Holdings, Inc.

Accession: 0001493152-26-029590

Filed: 2026-06-22

Period: 2026-06-18

CIK: 0001714562

SIC: 7900 (SERVICES-AMUSEMENT & RECREATION SERVICES)

Item: Entry into a Material Definitive Agreement

Item: Material Modifications to Rights of Security Holders

Item: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item: Submission of Matters to a Vote of Security Holders

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — form8-k.htm (Primary)

EX-2.1 (ex2-1.htm)

EX-3.1 (ex3-1.htm)

EX-99.1 (ex99-1.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: form8-k.htm · Sequence: 1

false

--12-31

0001714562

2026-06-18

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

WASHINGTON,

D.C. 20549

FORM

8-K

CURRENT

REPORT

Pursuant

to Section 13 OR 15(d)

the Securities Exchange Act of 1934

Date

of Report (Date of earliest event reported): June 18, 2026

GameSquare

Holdings, Inc.

(Exact

name of registrant as specified in its charter)

Delaware

001-39389

99-1946435

(State

or other jurisdiction

incorporation)

(Commission

File

Number)

(IRS

Employer

Identification

No.)

6775

Cowboys Way, Ste. 1335

Frisco,

Texas, USA

75034

(Address of principal executive

offices)

(Zip Code)

Registrant’s

telephone number, including area code: (216) 464-6400

N/A

(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, $0.0001

par value per share

GAME

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

1.01 Entry into a Material Definitive Agreement.

June 18, 2026, GameSquare Holdings, Inc. (the “Company”) entered into an Agreement and Plan of Merger (the “Merger

Agreement”) with GameSquare Merger Sub 3, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“Merger

Sub 3”).

the Company’s 2026 Annual Meeting of Stockholders held on June 18, 2026 (the “Annual Meeting”), the Company’s

stockholders approved and adopted the Merger Agreement and the transactions contemplated thereby, including the merger of Merger Sub

with and into the Company (the “Merger”), with the Company surviving the Merger as the surviving corporation.

Also

on June 18, 2026 (the “Effective Time”), upon the satisfaction or waiver of the remaining closing conditions under the Merger

Agreement, the Company completed the Merger.

and after the Effective Time of the Merger, each share of the Company’s common stock issued and outstanding immediately before

the Effective Time remains an issued and outstanding share of common stock of the Company. Each share of common stock of Merger Sub 3

issued and outstanding immediately before the Effective Time of the Merger is automatically cancelled and retired for no consideration

and ceases to exist.

Also

at the Effective Time of the Merger, each outstanding share of Series A-1 Preferred Stock, including any fraction of a share, held by

stockholders automatically converted into 1,000 fully paid and non-assessable shares of common stock of the Company, including any fraction

of a share, pursuant to the terms of the Certificate of Designation of Series A-1 Convertible Preferred Stock. Each outstanding share

of Series A-2 Preferred Stock, including any fraction of a share, held by stockholders automatically converted into one fully paid and

non-assessable share of common stock of the Company, including any fraction of a share, pursuant to the terms of the Certificate of Designation

of Series A-2 Convertible Preferred Stock.

The

foregoing description of the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the full

text of the Merger Agreement, a copy of which is filed as Exhibit 2.1 to this Current Report on Form 8-K and is incorporated herein by

reference.

Item

3.03 Material Modification to Rights of Security Holders.

The information set forth under Item 1.01 and Item 5.03 of this Current

Report on Form 8-K is incorporated by reference into this Item 3.03.

Item

5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

Upon

completion of the Merger, the certificate of incorporation of the Company was amended and restated to read in its entirety as set forth

in the First Amended and Restated Certificate of Incorporation, which is filed as Exhibit 3.1 to this Current Report on Form 8-K and

is incorporated herein by reference (the “First Amended and Restated Certificate of Incorporation”). The Company’s

bylaws will remain the bylaws of the surviving corporation.

The

First Amended and Restated Certificate of Incorporation amends and restates the Company’s prior certificate of incorporation to,

among other things: (i) eliminate the supermajority voting requirements for amendments to specified charter provisions; (ii) increase

the number of authorized shares of the Company’s common stock from 100,000,000 shares to 500,000,000 shares; (iii) declassify the

board of directors beginning with the 2027 Annual Meeting of Stockholders; (iv) change the removal standard for directors elected after

the board of directors is declassified, such that directors may be removed with or without cause; and (v) make other governance-related,

non-material changes.

The

foregoing description of the First Amended and Restated Certificate of Incorporation does not purport to be complete and is qualified

in its entirety by reference to the full text of the First Amended and Restated Certificate of Incorporation, a copy of which is filed

as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item

5.07. Submission of Matters to a Vote of Security Holders.

June 18, 2026, the Company held the Annual Meeting. The following is a brief description of the matters voted upon at the Annual Meeting,

as well as the number of votes cast for or against each matter and the number of abstentions and broker non-votes with respect to each

matter.

of the close of business on April 23, 2026, the record date for the Annual Meeting, there were 93,470,215 shares of common stock outstanding

and entitled to vote at the Annual Meeting, and the holders of our Series A-2 Preferred Stock have voting power equivalent to 19,300,000

shares of common stock. A total of 68,844,853 votes were represented in person or by proxy at the Annual Meeting, representing

approximately 61.05% of the votes outstanding and entitled to vote at the Annual Meeting.

Only

the two Class II director nominees were up for reelection and both were elected at the Annual Meeting. Each of the remaining matters

submitted to a vote of the Company’s stockholders received the requisite votes for approval. The proposals are described in detail

in the Company’s Proxy Statement on Schedule 14A filed by the Company with the Securities and Exchange Commission (the “SEC”)

on April 27, 2026, as supplemented from time to time (the “Proxy Statement”), which is incorporated herein by reference.

For

additional information on these proposals, please see the Proxy Statement. The final voting results for each of the proposals submitted

to a vote of the stockholders at the Annual Meeting are set forth below:

Proposal

1 – Election of Class II Members to Board of Directors

Nominee

Votes For

Votes Withheld

Broker Non-Votes

Justin Kenna

57,745,275

580,414

2,612,952

Stuart Porter

57,986,037

310,140

2,612,952

Proposal

2 – Ratification of the appointment of Kreston GTA as the Company’s independent registered public accounting firm to audit

the Company’s financial statements for the fiscal year ending December 31, 2026

Votes For

Votes Against

Abstentions

Broker Non-Votes

66,478,785

1,355,712

1,009,090

Proposal

3 – Approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers

Votes For

Votes Against

Abstentions

Broker Non-Votes

60,567,323

5,069,123

594,190

2,612,952

Proposal

4 – Approval of a merger agreement with the Company’s wholly owned subsidiary for the purpose of restating the Certificate

of Incorporation to, among other things, eliminate supermajority voting requirements to amend the Certificate of Incorporation, increase

the number of authorized shares, declassify the Board of Directors, and implement other non-material specified changes

Votes For

Votes Against

Abstentions

Broker Non-Votes

60,160,608

5,738,056

331,972

2,612,952

Item

7.01 Regulation FD Disclosure.

June 22, 2026,

the Company issued a press release announcing the results of the Annual Meeting. A

copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference in its entirety.

The

information contained in this Item 7.01 and Exhibit 99.1 of this Current Report on Form 8-K is being furnished and shall not be deemed

“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, nor shall it be deemed incorporated by reference into any registration statement

or other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific

reference to such filing.

Item

9.01. Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit

No.

Description

2.1

Agreement and Plan of Merger, dated June 18, 2026, by and between GameSquare Holdings, Inc. and GameSquare Merger Sub 3, Inc.

3.1

First Amended and Restated Certificate of Incorporation of GameSquare Holdings, Inc., effective June 18, 2026.

99.1

Press

Release of the Company, dated June 22, 2026.

104

Cover

Page Interactive Data File, formatted in Inline XBRL.

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.

Dated:

June 22, 2026

GAMESQUARE

HOLDINGS, INC.

(Registrant)

By:

/s/

Justin Kenna

Name:

Justin

Kenna

Title:

Chief

Executive Officer, President and Director

EX-2.1

Filename: ex2-1.htm · Sequence: 2

Exhibit

2.1

AGREEMENT

AND PLAN OF MERGER

GameSquare

Merger Sub 3, Inc.

WITH

AND INTO

GAMESQUARE

HOLDINGS, INC.

AGREEMENT

AND PLAN OF MERGER, dated as of June 18, 2026 (this “Agreement”), by and between GameSquare Holdings, Inc., a

Delaware corporation (“GameSquare”), and GameSquare Merger Sub 3, Inc., a Delaware corporation and direct, wholly-owned subsidiary

of GameSquare Holdings, Inc. (“GameSquare Subsidiary”).

WHEREAS,

GameSquare Holdings, Inc. is the sole holder of all of the issued and outstanding capital stock of GameSquare Subsidiary; and

WHEREAS,

the parties hereto intend to effect the merger of GameSquare Subsidiary with and into GameSquare Holdings, Inc. (the “Merger”),

so that GameSquare Holdings, Inc. is the surviving entity in the Merger (hereinafter sometimes referred to in such capacity as the “Surviving

Corporation”), and: (i) the certificate of incorporation of GameSquare Subsidiary as in effect immediately prior to the Merger

Effective Time shall be the certificate of incorporation of the Surviving Corporation, and (ii) GameSquare’s Bylaws will remain

the Bylaws of the Surviving Corporation.

NOW,

THEREFORE, in consideration of the foregoing and their respective representations, warranties, covenants and agreements set forth

herein, the parties hereto agree as follows:

ARTICLE

NAMES

OF CORPORATIONS

Section

1.1 Name of Corporation to be Merged. The name of the corporation to be merged is GameSquare Merger Sub 3, Inc., a Delaware corporation.

The name under which such corporation was formed is GameSquare Merger Sub 3, Inc.

Section

1.2 Name of Surviving Corporation. The name of the surviving corporation is GameSquare Holdings, Inc., a Delaware corporation.

The name under which such corporation was formed is GameSquare Holdings, Inc.

ARTICLE

OUTSTANDING

SHARES OF THE CONSTITUENT CORPORATIONS

Section

2.1 Designation and Number of Outstanding Shares of the Corporation to Be Merged. As of the date hereof, the authorized capital

stock of the GameSquare Subsidiary consists of: (i) 500,000,000 shares of common stock, par value $0.0001 per share (the “GameSquare

Subsidiary Common Stock”) and (ii) 50,000,000 shares of Preferred Stock, $0.0001 par value per share (the “GameSquare

Subsidiary Preferred Stock”). As of the date hereof, (i) one hundred shares of GameSquare Subsidiary Common Stock are issued

and outstanding, and such outstanding shares are owned by GameSquare, and (ii) no shares of GameSquare Subsidiary Preferred Stock are

issued and outstanding.

Section

2.2 Designation and Number of Outstanding Shares of the Surviving Corporation. As of the date hereof, the authorized capital stock

of GameSquare consists of 150,000,000 shares of capital stock, consisting of 100,000,000 shares of common stock, par value $0.0001 per

share (“GameSquare Common Stock”), and 50,000,000 shares of preferred stock, par value $0.0001 per share (“GameSquare

Preferred Stock”), of which 3,433.33 are designated as Series A-1 Preferred Stock in accordance with the terms of the Series

A-1 Preferred Stock Certificate of Designation and of which 5,000,000 are designated as Series A-2 Preferred Stock in accordance with

the terms of the Series A-2 Preferred Stock Certificate of Designation. As of the date hereof, there were 93,938,390 shares of GameSquare

Common Stock outstanding and 5,003,433 shares of GameSquare Preferred Stock outstanding.

ARTICLE

III

TERMS

AND CONDITIONS OF THE MERGER

Section

3.1 General. On the terms and subject to the conditions set forth in this Agreement, at the Merger Effective Time (as defined

below), GameSquare Subsidiary shall be merged with and into GameSquare in accordance with Section 251 of the Delaware General Corporation

Law (the “DGCL”). GameSquare shall be the surviving entity in the Merger and shall continue its corporate existence

under the laws of the State of Delaware. Upon consummation of the Merger, the separate corporate existence of GameSquare Subsidiary shall

terminate.

Section

3.2 Merger Effective Time. GameSquare and GameSquare Subsidiary shall cause to be filed a certificate of merger with the Secretary

of State of Delaware (the “Merger Certificate”). The Merger shall become effective as of the date and time specified

in the Merger Certificate in accordance with the relevant provisions of Section 251 of the DGCL, as applicable, or at such other date

and time as shall be provided by applicable law (such date and time hereinafter referred to as the “Merger Effective Time”).

Section

3.3 Effects of the Merger. At and after the Merger Effective Time, the Merger shall have the effects set forth in the applicable

provisions of the DGCL and this Agreement.

Section

3.4 Cancellation of GameSquare Subsidiary Stock. Each share of GameSquare Subsidiary Common Stock, as well as each share of any

other class or series of capital stock of GameSquare Subsidiary, in each case that is issued and outstanding immediately prior to the

Merger Effective Time, shall, at the Merger Effective Time, solely by virtue and as a result of the Merger and without any action on

the part of any holder thereof, automatically be cancelled and retired for no consideration and shall cease to exist.

Section

3.5 GameSquare Stock. At and after the Merger Effective Time, each share of GameSquare Common Stock issued and outstanding immediately

prior to the Merger Effective Time shall remain an issued and outstanding share of common stock of GameSquare and shall not be affected

by the Merger. At the Merger Effective Time, each share of the GameSquare Preferred Stock issued and outstanding immediately prior to

the effective time will convert pursuant to their own terms upon the merger. Each outstanding share of Series A-1 Preferred Stock (including

any fraction of a share) held by stockholders shall, by virtue of the Merger, automatically convert, at the Merger Effective Time, into

1,000 shares of fully paid and non-assessable shares of common stock (including any fraction of a share) of the Surviving Corporation

pursuant to the terms of the Certificate of Designation of Series A-1 Convertible Preferred Stock. Each outstanding share of Series A-2

Preferred Stock (including any fraction of a share) held by stockholders shall, by virtue of the Merger, automatically convert, at the

Merger Effective Time, into an aggregate number of shares of common stock (including any fraction of a share) of the Surviving Corporation

as determined in accordance with the terms of the Certificate of Designation of Series A-2 Convertible Preferred Stock.

Section

3.6 Certificate of Incorporation of the Surviving Corporation. At the Merger Effective Time, the certificate of incorporation

of GameSquare Subsidiary, as in effect immediately prior to the Merger Effective Time, shall be the certificate of incorporation of the

Surviving Corporation.

Section

3.7 Bylaws of the Surviving Corporation. At the Merger Effective Time, the Bylaws of GameSquare as in effect immediately prior

to the Merger Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended in accordance with its terms

and applicable law.

Section

3.8 Directors and Officers of the Surviving Corporation. The directors and officers of GameSquare as of immediately prior to the

Merger Effective Time shall, at and after the Merger Effective Time, be the directors and officers, respectively, of the Surviving Corporation,

such individuals to serve in such capacities until such time as their respective successors shall have been duly elected or appointed

and qualified or until their respective earlier death, resignation or removal from office.

ARTICLE

CONDITIONS

PRECEDENT

Section

4.1 Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of GameSquare and GameSquare

Subsidiary to effect the Merger shall be subject to the satisfaction or written waiver (subject to applicable law) of the following conditions

prior to the Merger Effective Time:

(a)

All material approvals, consents and authorizations of, filings and registrations with, and notifications to, all governmental authorities

required for the consummation of the Merger shall have been obtained or made and shall be in full force and effect, and all statutory

waiting periods required by law shall have expired or been terminated; and

(b)

No jurisdiction, court of competent jurisdiction or governmental authority shall have enacted, issued, promulgated, enforced or entered

into any statute, rule, regulation, judgment, decree, injunction or other order (whether temporary, preliminary or permanent) which is

in effect and prohibits or makes illegal the consummation of the Merger.

(c)

The approval of this Agreement, in accordance with Delaware law, by the stockholders of GameSquare and the approval of this Agreement

by GameSquare in its capacity as sole stockholder of GameSquare Subsidiary.

ARTICLE

TERMINATION

AND AGREEMENT

Section

5.1 Termination. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Merger Effective Time

by mutual written consent of the Board of Directors of each of GameSquare and GameSquare Subsidiary. In the event of the termination

of this Agreement as provided in this Section 5.1, this Agreement shall forthwith become void and have no effect, and none of

GameSquare or GameSquare Subsidiary, any of their respective affiliates or any of the officers or directors of any of them shall have

any liability or obligation of any nature whatsoever hereunder, or in connection with the transactions contemplated hereby.

Section

5.2 Amendment. This Agreement may not be amended, except by an instrument in writing signed on behalf of each of the parties hereto.

ARTICLE

GENERAL

PROVISIONS

Section

6.1 Representations and Warranties. Each of the parties hereto represents and warrants that this Agreement has been duly authorized,

executed and delivered by such party and (assuming due authorization, execution and delivery by the other party) constitutes a valid

and binding obligation of such party, enforceable against it in accordance with the terms hereof (except in all cases as such enforceability

may be limited by bankruptcy, insolvency, moratorium, reorganization or similar laws of general applicability affecting the rights of

creditors generally and the availability of equitable remedies).

Section

6.2 Nonsurvival of Agreements. None of the agreements in this Agreement or in any instrument delivered pursuant to this Agreement

shall survive the Merger Effective Time or the termination of this Agreement as provided in Section 5.1.

Section

6.3 Interpretation. When a reference is made in this Agreement to Sections, such reference shall be to a Section of this Agreement

unless otherwise indicated. The headings contained in this Agreement are for reference purposes only and shall not affect in any way

the meaning or interpretation of this Agreement. Whenever the words “include,” “includes” or “including,”

are used in this Agreement, they shall be deemed to be followed by the words “without limitation.” The word “or”

shall not be exclusive. References to “the date hereof” shall mean the date of this Agreement.

Section

6.4 Counterparts. This Agreement may be executed in counterparts (including by .pdf), all of which shall be considered one and

the same agreement and shall become effective when counterparts have been signed by each of the parties and delivered to the other party,

it being understood that both parties need not sign the same counterpart.

Section

6.5 Entire Agreement. This Agreement (including the documents and instruments referred to herein) constitutes the entire agreement

and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof.

Section

6.6 Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of Delaware applicable

to agreements made and to be performed wholly within the State of Delaware, without regard to any applicable conflicts of law principles.

Section

6.7 Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the

parties hereto (whether by operation of law or otherwise) without the prior written consent of the other party. Any purported assignment

in contravention hereof shall be null and void.

[Signature

pages follow]

WITNESS WHEREOF, GameSquare and GameSquare Subsidiary have caused this Agreement to be executed by their respective officers thereunto

duly authorized as of the date first above written.

GAMESQUARE

HOLDINGS, INC.

By:

/s/

Justin Kenna

Name:

Justin

Kenna

Title:

Chief

Executive Officer and Director

GameSquare

Merger Sub 3, Inc.

By:

/s/

Justin Kenna

Name:

Justin

Kenna

Title:

Chief

Executive Officer and Director

EX-3.1

Filename: ex3-1.htm · Sequence: 3

Exhibit

3.1

FIRST

AMENDED AND RESTATED

CERTIFICATE

OF INCORPORATION

GAMESQUARE

HOLDINGS, INC.

FIRST:

The name of the Corporation is GameSquare Holdings, Inc. (hereinafter referred to as the “Corporation”).

SECOND:

The address of the registered office of the Corporation in the State of Delaware is Corporation Trust Center 1209 Orange Street Wilmington,

DE 19801 New Castle County. The name of the registered agent at that address is The Corporation Trust Company.

THIRD:

The purpose of the Corporation is to engage in any lawful act or activity for which a corporation may be organized under the General

Corporation Law of Delaware.

FOURTH:

A. The

total number of shares of all classes of stock which the Corporation shall have authority to issue is five hundred fifty million (550,000,000)

consisting of:

1. Five

hundred million (500,000,000) shares of Common Stock, par value $0.0001 per share (the “Common Stock”); and

Fifty Million (50,000,000) shares of Preferred Stock, par value $0.0001 per share (the “Preferred Stock”).

B. The

Board of Directors is authorized, subject to any limitations prescribed by law, to provide for the issuance of the shares of Preferred

Stock in series, and by filing a certificate pursuant to the applicable law of the State of Delaware (such certificate being hereinafter

referred to as a “Preferred Stock Designation”), to establish from time to time the number of shares to be included in each

such series, and to fix the designation, powers, preferences, and rights of the shares of each such series and any qualifications, limitations

or restrictions thereof. The number of authorized shares of Preferred Stock may be increased or decreased (but not below the number of

shares thereof then outstanding) by the affirmative vote of the holders of a majority of the Common Stock, without a vote of the holders

of the Preferred Stock, or of any series thereof, unless a vote of any such holders is required pursuant to the terms of any Preferred

Stock Designation.

C. Except

as otherwise provided by law or expressly provided in this section, the presence, in person or by proxy, of the holders of record of

shares of capital stock of the Corporation entitling the holders thereof to cast one-third (1/3) of the votes (after giving effect, if

required, to the provisions of this section) entitled to be cast by the holders of shares of capital stock of the Corporation entitled

to vote shall constitute a quorum at all meetings of the stockholders, and every reference in this Certificate of Incorporation to a

proportion of capital stock (or the holders thereof) for purposes of determining any quorum requirement or any requirement for stockholder

consent or approval shall be deemed to refer to such proportion of the votes (or the holders thereof) then entitled to be cast in respect

of such capital stock, after giving effect to the provisions of this section.

D. Subject

to the provisions of law and the rights of the holders of the Preferred Stock and any other class or series of stock having a preference

as to dividends over the Common Stock then outstanding, dividends may be paid on the Common Stock at such times and in such amounts as

the Board of Directors may determine. Upon the dissolution, liquidation or winding up of the Corporation, the holders of the Common Stock

shall be entitled to receive all the remaining assets of the Corporation available for distribution to its stockholders ratably in proportion

to the number of shares held by them, respectively, after: (i) payment or provision for payment of the Corporation’s debts and

liabilities; and (ii) distributions or provisions for distributions to holders of any class or series of stock having a preference over

the Common Stock in the liquidation, dissolution or winding up of the Corporation.

FIFTH:

The following provisions are inserted for the management of the business and the conduct of the affairs of the Corporation, and for further

definition, limitation and regulation of the powers of the Corporation and of its Directors and stockholders:

A. The

business and affairs of the Corporation shall be managed by or under the direction of the Board of Directors. In addition to the powers

and authority expressly conferred upon them by statute or by this Certificate of Incorporation or the Bylaws of the Corporation, the

Directors are hereby empowered to exercise all such powers and do all such acts and things as may be exercised or done by the Corporation.

B. The

Directors of the Corporation need not be elected by written ballot unless the Bylaws so provide. Stockholders may not cumulate their

votes for election of directors.

C. Subject

to the rights of any class or series of Preferred Stock of the Corporation, any action required or permitted to be taken by the stockholders

of the Corporation must be effected at a duly called annual or special meeting of stockholders of the Corporation and may be effected

by the unanimous consent in writing by such stockholders.

D. Special

meetings of stockholders of the Corporation may be called only by the Board of Directors pursuant to a resolution adopted by a majority

of the total number of authorized directorships (whether or not there exist any vacancies in previously authorized directorships at the

time any such resolution is presented to the Board for adoption) (the “Whole Board”).

SIXTH:

A. The

number of Directors shall be fixed from time to time exclusively by the Board of Directors pursuant to a resolution adopted by a majority

of the Whole Board. At each annual meeting of stockholders, starting with the 2027 Annual Meeting, all directors shall be elected for

terms expiring at the next annual meeting of stockholders and until such directors’ successors shall have been elected and qualified.

Directors shall be elected by a plurality of the shares present in person or represented by proxy and entitled to vote in the elections

of directors (unless otherwise required by law, regulation, the bylaws or by the listing standards of any stock exchange on which the

Common Stock is then traded).

B. Subject

to the rights of the holders of any series of Preferred Stock then outstanding, newly created directorships resulting from any increase

in the authorized number of Directors or any vacancies in the Board of Directors resulting from death, resignation, retirement, disqualification,

removal from office or other cause may be filled by a majority vote of the Directors then in office, though less than a quorum, and Directors

so chosen shall hold office for a term expiring at the annual meeting of stockholders at which the term of office of the class to which

they have been chosen expires. No decrease in the number of Directors constituting the Board of Directors shall shorten the term of any

incumbent Director.

C. Advance

notice of stockholder nominations for the election of Directors and of business to be brought by stockholders before any meeting of the

stockholders of the Corporation shall be given in the manner provided in the Bylaws of the Corporation.

D. Subject

to the rights of the holders of any series of Preferred Stock then outstanding, any Director, or the entire Board of Directors, may be

removed from office at any time, with or without cause by the affirmative vote of the holders of at least a majority of the voting power

of all then-outstanding shares of capital stock of the Corporation entitled to vote generally at an election of directors (after giving

effect to the provisions of Article FOURTH of this Certificate of Incorporation (“Article FOURTH”)), voting together as a

single class.

SEVENTH:

The Board of Directors is expressly empowered to adopt, amend or repeal the Bylaws of the Corporation. Any adoption, amendment or repeal

of the Bylaws of the Corporation by the Board of Directors shall require the approval of a majority of the Whole Board. The stockholders

shall also have power to adopt, amend or repeal the Bylaws of the Corporation in the manner prescribed by the laws of the State of Delaware

by a majority vote of the voting power of all of the then-outstanding shares of capital stock of the Corporation entitled to vote generally

in the election of Directors (after giving effect to the provisions of Article FOURTH).

EIGHTH:

The Board of Directors of the Corporation, when evaluating any offer of another person to (A) make a tender or exchange offer for any

equity security of the Corporation, (B) merge or consolidate the Corporation with another corporation or entity or (C) purchase or otherwise

acquire all or substantially all of the properties and assets of the Corporation, may, in connection with the exercise of its judgment

in determining what is in the best interest of the Corporation and its stockholders, give due consideration to all relevant factors,

including, without limitation, the social and economic effect of acceptance of such offer on: the Corporation’s present and future

customers and employees and those of its subsidiaries; the communities in which the Corporation and its Subsidiaries operate or are located;

the ability of the Corporation to fulfill its corporate objectives; and the ability of the Corporation to fulfill its objectives under

applicable statutes and regulations.

NINTH:

A. Each

person who was or is made a party or is threatened to be made a party to or is otherwise involved in any action, suit or proceeding,

whether civil, criminal, administrative or investigative (hereinafter a “proceeding”), by reason of the fact that he or she

is or was a Director or an Officer of the Corporation or is or was serving at the request of the Corporation as a Director, Officer,

employee or agent of another corporation or of a partnership, joint venture, trust or other enterprise, including service with respect

to an employee benefit plan (hereinafter an “indemnitee”), whether the basis of such proceeding is alleged action in an official

capacity as a Director, Officer, employee or agent or in any other capacity while serving as a Director, Officer, employee or agent,

shall be indemnified and held harmless by the Corporation to the fullest extent authorized by the Delaware General Corporation Law, as

the same exists or may hereafter be amended (but, in the case of any such amendment, only to the extent that such amendment permits the

Corporation to provide broader indemnification rights than such law permitted the Corporation to provide prior to such amendment), against

all expense, liability and loss (including attorneys’ fees, judgments, fines, ERISA excise taxes or penalties and amounts paid

in settlement) reasonably incurred or suffered by such indemnitee in connection therewith; provided, however, that, except as provided

in Section C hereof with respect to proceedings to enforce rights to indemnification, the Corporation shall indemnify any such indemnitee

in connection with a proceeding (or part thereof) initiated by such indemnitee only if such proceeding (or part thereof) was authorized

by the Board of Directors of the Corporation.

B. The

right to indemnification conferred in Section A of this Article NINTH shall include the right to be paid by the Corporation the expenses

incurred in defending any such proceeding in advance of its final disposition (hereinafter an “advancement of expenses”);

provided, however, that, if the Delaware General Corporation Law requires an advancement of expenses incurred by an indemnitee in his

or her capacity as a Director or Officer (and not in any other capacity in which service was or is rendered by such indemnitee, including,

without limitation, service to an employee benefit plan), indemnification shall be made only upon delivery to the Corporation of an undertaking

(hereinafter an “undertaking”), by or on behalf of such indemnitee, to repay all amounts so advanced if it shall ultimately

be determined by final judicial decision from which there is no further right to appeal (hereinafter a “final adjudication”)

that such indemnitee is not entitled to be indemnified for such expenses under this Section or otherwise. The rights to indemnification

and to the advancement of expenses conferred in Sections A and B of this Article NINTH shall be contract rights and such rights shall

continue as to an indemnitee who has ceased to be a Director, Officer, employee or agent and shall inure to the benefit of the indemnitee’s

heirs, executors and administrators.

C. If

a claim under Section A or B of this Article NINTH is not paid in full by the Corporation within sixty days after a written claim has

been received by the Corporation, except in the case of a claim for an advancement of expenses, in which case the applicable period shall

be twenty days, the indemnitee may at any time thereafter bring suit against the Corporation to recover the unpaid amount of the claim.

If successful in whole or in part in any such suit, or in a suit brought by the Corporation to recover an advancement of expenses pursuant

to the terms of an undertaking, the indemnitee also shall be entitled to be paid the expense of prosecuting or defending such suit. In

(i) any suit brought by the indemnitee to enforce a right to indemnification hereunder (but not in a suit brought by the indemnitee to

enforce a right to an advancement of expenses) it shall be a defense that, and (ii) in any suit by the Corporation to recover an advancement

of expenses pursuant to the terms of an undertaking the Corporation shall be entitled to recover such expenses upon a final adjudication

that, the indemnitee has not met any applicable standard for indemnification set forth in the Delaware General Corporation Law. Neither

the failure of the Corporation (including its Board of Directors, independent legal counsel, or its stockholders) to have made a determination

prior to the commencement of such suit that indemnification of the indemnitee is proper in the circumstances because the indemnitee has

met the applicable standard of conduct set forth in the Delaware General Corporation Law, nor an actual determination by the Corporation

(including its Board of Directors, independent legal counsel, or its stockholders) that the indemnitee has not met such applicable standard

of conduct, shall create a presumption that the indemnitee has not met the applicable standard of conduct or, in the case of such a suit

brought by the indemnitee, be a defense to such suit. In any suit brought by the indemnitee to enforce a right to indemnification or

to an advancement of expenses hereunder, or by the Corporation to recover an advancement of expenses pursuant to the terms of an undertaking,

the burden of proving that the indemnitee is not entitled to be indemnified, or to such advancement of expenses, under this Article NINTH

or otherwise shall be on the Corporation.

The rights to indemnification and to the advancement of expenses conferred in this Article NINTH shall not be exclusive of any other

right which any person may have or hereafter acquire under any statute, the Corporation’s Certificate of Incorporation, Bylaws,

agreement, vote of stockholders or disinterested Directors, or otherwise.

The Corporation may maintain insurance, at its expense, to protect itself and any Director, Officer, employee or agent of the Corporation

or another corporation, partnership, joint venture, trust or other enterprise against any expense, liability or loss, whether or not

the Corporation would have the power to indemnify such person against such expense, liability or loss under the Delaware General Corporation

Law.

The Corporation may, to the extent authorized from time to time by the Board of Directors, grant rights to indemnification and to the

advancement of expenses to any employee or agent of the Corporation to the fullest extent of the provisions of this Article NINTH with

respect to the indemnification and advancement of expenses of Directors and Officers of the Corporation.

TENTH:

A Director of this Corporation shall not be personally liable to the Corporation or its stockholders for monetary damages for breach

of fiduciary duty as a Director, except for liability (i) for any breach of the Director’s duty of loyalty to the Corporation or

its stockholders, (ii) for acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law,

(iii) under Section 174 of the Delaware General Corporation Law, or (iv) for any transaction from which the Director derived an improper

personal benefit. If the Delaware General Corporation Law is amended to authorize corporate action further eliminating or limiting the

personal liability of Directors, then the liability of a Director of the Corporation shall be eliminated or limited to the fullest extent

permitted by the Delaware General Corporation Law, as so amended.

Any

repeal or modification of the foregoing paragraph by the stockholders of the Corporation shall not adversely affect any right or protection

of a Director of the Corporation existing at the time of such repeal or modification.

ELEVENTH:

Unless the Corporation consents in writing to the selection of an alternative forum, the sole and exclusive forum for (i) any derivative

action or proceeding brought on behalf of the Corporation, (ii) any action asserting a claim of breach of a fiduciary duty owed by any

director, officer or other employee of the Corporation to the Corporation or the Corporation’s stockholders, (iii) any action asserting

a claim arising pursuant to any provision of the Delaware General Corporation Law, or (iv) any action asserting a claim governed by the

internal affairs doctrine, shall be a state or federal court located within the state of Delaware, in all cases subject to the court’s

having personal jurisdiction over the indispensable parties named as defendants. Any person or entity purchasing or otherwise acquiring

any interest in shares of capital stock of the Corporation shall be deemed to have notice of and consented to the provisions of this

Article ELEVENTH.

Unless the Corporation consents in writing to the selection of an alternative forum, the federal district courts of the United States

of America shall be the exclusive forum for the resolution of any complaint asserting a cause of action arising under the Securities

Act of 1933. Any person or entity purchasing or otherwise acquiring any interest in shares of capital stock of the Corporation shall

be deemed to have notice of and consented to the provisions of this Article ELEVENTH.

TWELFTH:

The Corporation reserves the right to amend or repeal any provision contained in this Certificate of Incorporation in the manner prescribed

by the laws of the State of Delaware and all rights conferred upon stockholders are granted subject to this reservation.

EX-99.1

Filename: ex99-1.htm · Sequence: 4

Exhibit 99.1

GameSquare

Stockholders Approve All Proposals at 2026 Annual Stockholder Meeting

FRISCO,

TX / ACCESS Newswire / June 22, 2026 / GameSquare Holdings, Inc. (NASDAQ:GAME) (“GameSquare” or the “Company”)

today announced that at its 2026 Annual Meeting of Stockholders held on June 18, 2026, the Company’s stockholders voted to:

● Elect

two Class II members to our Board of Directors;

● Ratify

the appointment of Kreston GTA as its independent registered public accounting firm;

● Approve,

by a non-binding advisory vote, the compensation of our named executive officers; and,

● Approve

a merger agreement with a wholly owned subsidiary of the Company for the purpose of restating

the Company’s Certificate of Incorporation.

“I

want to thank all the stockholders who voted at our Annual Meeting of Stockholders,” said Justin Kenna, CEO of GameSquare. “With

all proposals passing, our stockholders have enabled a streamlined corporate structure capable of faster decision-making, validated our

vision, and ensured we have the flexibility to pursue our strategic growth plan. We have a committed team, strong client relationships,

an expanding set of capabilities and growing confidence in our ability to deliver on our objectives in 2026 and beyond.”

The

official voting results for each proposal voted on by stockholders are being filed with the Securities and Exchange Commission and are

available at www.sec.gov.

About

GameSquare Holdings, Inc.

GameSquare

(NASDAQ:GAME) is a cutting-edge media, entertainment, and technology company transforming how brands and publishers connect with Gen

Z, Gen Alpha, and Millennial audiences. With a platform that spans award-winning creative services, advanced analytics, and FaZe Esports,

one of the most iconic gaming organizations, we operate one of the largest gaming media networks in North America. As a digital-native

business, GameSquare provides brands with unparalleled access to world-class creators and talent, delivering authentic connections across

gaming, esports, and youth culture.

learn more, visit www.gamesquare.com.

Forward-Looking

Statements:

This

news release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking

statements”) within the meaning of the applicable securities legislation. All statements, other than statements of historical fact,

are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement

that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events

or performance (often but not always using phrases such as “expects”, or “does not expect”, “is expected”,

“anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”,

“estimates”, “believes” or “intends” or variations of such words and phrases or stating that certain

actions, events or results “may” or “could”, “would”, “might” or “will” be

taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. In this news release, forward-looking

statements relate, among other things, to: future performance, revenue, growth and profitability, and the Company’s ability to

execute on its current and future business plans. These forward-looking statements are provided only to provide information currently

available to us and are not intended to serve as and must not be relied on by any investor as, a guarantee, assurance or definitive statement

of fact or probability. Forward-looking statements are necessarily based upon a number of estimates and assumptions. which include, but

are not limited to: the Company’s ability to grow its business and being able to execute on its business plans, the success of

Company’s vendors and partners in their provision of services to the Company, the Company being able to recognize and capitalize

on opportunities and the Company continuing to attract qualified personnel to support its development requirements. These assumptions,

while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results

and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but

are not limited to: the Company’s ability to achieve its objectives, the Company successfully executing its growth strategy, the

ability of the Company to obtain future financings or complete offerings on acceptable terms, failure to leverage the Company’s

portfolio across entertainment and media platforms, dependence on the Company’s key personnel and general business, economic, competitive,

political and social uncertainties. These risk factors are not intended to represent a complete list of the factors that could affect

the Company which are discussed in the Company’s most recent MD&A. There can be no assurance that forward-looking statements

will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly,

readers should not place undue reliance on the forward-looking statements and information contained in this news release. GameSquare

assumes no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change,

except as required by law.

GameSquare

Investor Relations

Andrew

Berger

Phone:

(216) 464-6400

Email:

ir@gamesquare.com

GameSquare

Media Relations

Chelsey

Northern / The Untold

Phone:

(254) 855-4028

Email:

pr@gamesquare.com

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 9

v3.26.1

Cover

Jun. 18, 2026

Cover [Abstract]

Document Type

8-K

Amendment Flag

false

Document Period End Date

Jun. 18, 2026

Current Fiscal Year End Date

--12-31

Entity File Number

001-39389

Entity Registrant Name

GameSquare

Holdings, Inc.

Entity Central Index Key

0001714562

Entity Tax Identification Number

99-1946435

Entity Incorporation, State or Country Code

Entity Address, Address Line One

6775

Cowboys Way

Entity Address, Address Line Two

Ste. 1335

Entity Address, City or Town

Frisco

Entity Address, State or Province

Entity Address, Country

Entity Address, Postal Zip Code

75034

City Area Code

(216)

Local Phone Number

464-6400

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Common Stock, $0.0001

par value per share

Trading Symbol

GAME

Security Exchange Name

NASDAQ

Entity Emerging Growth Company

true

Elected Not To Use the Extended Transition Period

false

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Cover page.

+ References

No definition available.

+ Details

Name:

dei_CoverAbstract

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration

- Definition

End date of current fiscal year in the format --MM-DD.

+ References

No definition available.

+ Details

Name:

dei_CurrentFiscalYearEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:gMonthDayItemType

Balance Type:

Period Type:

duration

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

Period Type:

duration

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 2 such as Street or Suite number

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine2

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

ISO 3166-1 alpha-2 country code.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCountry

Namespace Prefix:

dei_

Data Type:

dei:countryCodeItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

Period Type:

duration

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if an emerging growth company has elected not to use the extended transition period for complying with any new or revised financial accounting standards.

+ References

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

-Publisher SEC

-Name Securities Act

-Number 7A

-Section B

-Subsection 2

+ Details

Name:

dei_EntityExTransitionPeriod

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

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 pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

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 pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

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:

dei:edgarExchangeCodeItemType

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

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- 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:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration