Golden Matrix Group Inc.

12/16/2025 | Press release | Distributed by Public on 12/16/2025 18:56

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Goodman Anthony Brian
2. Issuer Name and Ticker or Trading Symbol
Golden Matrix Group, Inc. [GMGI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
Former Director and CEO
(Last) (First) (Middle)
3651 LINDELL RD STE D131
3. Date of Earliest Transaction (Month/Day/Year)
12/08-05:00/2025
(Street)
LAS VEGAS, NV 89103
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/08-05:00/2025 S 50,000 D $0.74(1) 7,320,483 D(2)
Common Stock 12/12-05:00/2025 M 300,000(3) A (4) 8,704,079 D(5)
Common Stock 12/12-05:00/2025 M(6) 1,000,000 A (6) 9,704,079 D(5)
Series B Voting Preferred Stock 12/12-05:00/2025 M(6) 1,000 D (6) 0 D(5)
Common Stock 12/15-05:00/2025 S 50,000 D $0.8(8) 7,270,483 D(2)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Unit (4) 12/12-05:00/2025 M 300,000 (7) (7) Common Stock 300,000 $ 0 0 D(5)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Goodman Anthony Brian
3651 LINDELL RD STE D131
LAS VEGAS, NV 89103
X Former Director and CEO
Luxor Capital LLC
3651 LINDELL RD STE D131
LAS VEGAS, NV 89103
Greater than 10% filing group

Signatures

/s/ Anthony Brian Goodman 12/16-05:00/2025
**Signature of Reporting Person Date
/s/ Anthony Brian Goodman, as Managing Member of Luxor Capital LLC 12/16-05:00/2025
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) These shares were sold in multiple transactions at prices ranging from $0.72 to $0.82, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Shares were sold pursuant to a Rule 10b5-1 trading plan.
(2) Shares held by Luxor Capital LLC, which is wholly-owned by Mr. Goodman.
(3) Represents the vesting of 300,000 restricted stock units (RSUs) held by Mr. Goodman, which vested in full upon his resignation as an officer and director of the Issuer effective December 12, 2025, pursuant to the terms of that certain Severance and Release Agreement dated November 25, 2025, which RSUs were settled in shares of common stock.
(4) Each RSU represented the contingent right to receive, at settlement, one share of common stock.
(5) Securities held by Anthony Brian Goodman.
(6) On December 12, 2025, Mr. Goodman converted all 1,000 outstanding shares of Series B Voting Preferred Stock of the Issuer which he then held into 1,000,000 shares of common stock (1,000 shares of common stock for each share of Series B Voting Preferred Stock converted), in accordance with the terms of such preferred stock and the optional conversion right set forth therein.
(7) The RSUs were to vest, if at all, upon the Issuer meeting certain (1) revenue and (2) Adjusted EBITDA targets as of the end of fiscal 2025. Restricted stock units do not expire; they either vest or are canceled prior to vesting date. The vesting of the RSUs was accelerated as discussed in footnote 3, above.
(8) These shares were sold in multiple transactions at prices ranging from $0.78 to $0.83, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Shares were sold pursuant to a Rule 10b5-1 trading plan.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Golden Matrix Group Inc. published this content on December 16, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on December 17, 2025 at 00:56 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]