UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Thomas E. McChesney Resignation
On December 12, 2025 and effective December 12, 2025, Mr. Thomas E. McChesney (“Mr. McChesney”), a member of the Board of Directors (“Board”), Audit Committee, and Nominating and Corporate Governance Committee and the chairman of the Compensation Committee of Golden Matrix Group, Inc. (the “Company”, “we” and “us”), entered into a Director Separation Agreement (the “McChesney Director Separation Agreement”) with the Company pursuant to which (i) Mr. McChesney resigned from all of his Board and committee positions, (ii) the Company paid Mr. McChesney $60,000 in cash consideration for past services rendered as a member of the Board and in lieu of 2025 Board incentive compensation which he was eligible to earn, and (iii) all unvested restricted stock units (RSUs) previously granted to Mr. McChesney were forfeited. The McChesney Director Separation Agreement includes a customary mutual release and additional customary confidentiality and mutual non-disparagement provisions, subject to customary exclusions.
Mr. McChesney’s resignation was not the result of any dispute or disagreement with the Company, any matter related to the Company’s operations, policies or practices, the Company’s management or the Board.
The foregoing summary of the McChesney Director Separation Agreement is a summary only and is qualified in its entirety by reference to the McChesney Director Separation Agreement, a copy of which is attached hereto as Exhibit 10.1, and incorporated by reference into this Item 5.02 in its entirety.
The Board has commenced a process to identify and evaluate potential candidates to fill the vacancy on the Board created by Mr. McChesney’s departure and the independent director vacancy created by Mr. William Scott’s prior appointment as Interim Chief Executive Officer. The Company intends to appoint successor independent directors as soon as practicable, in accordance with the Company’s bylaws and applicable law.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
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104 |
| Cover Page Interactive Data File (embedded within the Inline XBRL documents). |
*Filed herewith.
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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.
| GOLDEN MATRIX GROUP, INC. |
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Date: December 18, 2025 | By: | /s/ Rich Christensen |
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| Rich Christensen |
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| Chief Financial Officer |
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