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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Emerging growth company
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Item 1.01. Entry of a Material Definitive Agreement.
On March 1, 2026, the Company entered into a Joint Venture and License Agreement (“Agreement”) with Apple iCasino, an unaffiliated company domiciled in Australia (“AiC”), to create a joint venture utilizing an existing online, crypto gaming platform of AiC, called appleicasino.com (“Platform”). The Platform recently has commenced operations in a limited number of countries, and as such the Company can not predict the success of the Platform.
Under the Agreement, each party will contribute certain assets to the Joint Venture and in exchange each party will receive and own one half of the Joint Venture. Among other terms, AiC will be responsible for all costs and expenses associated with operating the Platform, including any Platform enhancements.
The Joint Venture will be managed by a Board of Managers consisting of two individuals. Each party have appointed a representative to the Board of Managers. The term of the Joint Venture will be successive three (3) year terms unless certain termination conditions arise. The Company’s Board of Directors approved and ratified the Joint Venture effective March 1, 2026.
The Joint Venture contains typical representations and warranties, along with indemnification provisions.
The description of the Joint Venture above is not exhaustive, and are qualified in its entirety by reference to the Agreement which is filed as Exhibit 10.20.
A copy of the press release issued on March 2, 2026 is included as an exhibit hereto.
Item 7.01. Regulation FD Disclosure
On March 1, 2026, the Company issued the press release regarding the Joint Venture attached hereto as Exhibit 99.1.
The information in this Item 7.01 of this Current Report shall not be deemed "filed" for any purpose, including for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act regardless of any general incorporation language in such filing. The filing of this report and the furnishing of this information pursuant to Item 7.01 do not mean that such information is material or that disclosure of such information is required.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits – The following exhibits are filed as part of this report:
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| Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURE
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.
| Apple iSports Group, Inc. (Registrant) | ||
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Date: March 5, 2026 | By: | /s/ Joe Martinez | |
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| Joe Martinez Chief Executive Officer |
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