Golden Matrix Group Inc 2024年度报告

FORM10-K (Mark One)ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember 31, 2024 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number:001-41326 Golden Matrix Group, Inc.(Exact name of registrant as specified in its charter) 46-1814729(I.R.S. Employer Identification No.) (State or other jurisdiction of incorporation or organization) 89103(Zip Code) 3651 Lindell Road,Suite D131,Las Vegas,NV(Address of principal offices) Registrant’s telephone number, including area code:(702)318-7548 Securities registered pursuant to section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on whichregisteredTheNASDAQStock Market LLC Common Stock, $0.00001 Par Value PerShare (The NASDAQ Capital Market) Securities registered pursuant to section 12(g) of the Act: None. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.☐Yes☒No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act:☐Yes☒No Indicate by check mark whether the registrant (1) has filed all reports required by Section 13 or 15(d) of the Securities Exchange Actof 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) hasbeen subject to such filing requirements for the past 90 days.☒Yes☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).☒Yes☐No Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filerNon-accelerated filer If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).☐Yes☒No On June 30, 2024, the last day of the registrant’s most recently completed second quarter, the aggregate market value of the CommonStock held by non-affiliates of the registrant was approximately $48,238,927, based upon the closing price of the registrant’s CommonStock on the Nasdaq Capital Market of $2.47 on June 28, 2024, the last trading day prior to June 30, 2024. For purposes of calculatingthe aggregate market value of shares held by non-affiliates, we have assumed that all outstanding shares are held by non-affiliates,except for shares held by each of our executive officers, directors and 5% or greater stockholders. In the case of 5% or greaterstockholders, we have not deemed such stockholders to be affiliates unless there are facts and circumstances which would indicate thatsuch stockholders exercise any control over our company, or unless they hold 10% or more of our outstanding common stock. Theseassumptions should not be deemed to constitute an admission that all executive officers, directors and 5% or greater stockholders are,in fact, affiliates of our company, or that there are not other persons who may be deemed to be affiliates of our company. Furtherinformation concerning shareholdings of our officers, directors and principal stockholders is included or incorporated by reference inPart III, Item 12 of this Annual Report on Form 10-K. As of March 24, 2025, the registrant had132,087,080shares of its Common Stock, $0.00001 par value, outstanding (not including918,375 shares of common stock that are expected to be issued upon settl