UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q/A

(Amendment No. 1)

 

(Mark One)

 

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended January 31, 2024

 

TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934

 

For the transition period from ______ to _______

 

Commission File Number 001-41326

 

gmgi_10qaimg2.jpg

 

Golden Matrix Group, Inc.

(Exact name of registrant as specified in its charter)

 

Nevada

 

46-1814729

(State or other jurisdiction

of incorporation or organization)

 

(I.R.S. Employer

Identification No.)

 

3651 Lindell RoadSte D131

Las VegasNV

 

 

89103

(Address of principal executive offices)

 

(Zip Code)

 

(702318-7548

(Registrant’s telephone number, including area code)

 

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, $0.00001 Par Value Per Share

 

GMGI

 

The NASDAQ Stock Market LLC

(The NASDAQ Capital Market)

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been 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 submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant 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, smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

 

 

Emerging growth company

 

If 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 accounting standard provided pursuant to Section 13(a) of the Exchanger Act ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes      No ☒

 

As of March 14, 2024, there were 36,615,932 shares of the registrant’s $0.00001 par value common stock issued and outstanding.

 

 

 

 

Explanatory Note

 

On March 14, 2024, Golden Matrix Group, Inc. filed its Quarterly Report on Form 10-Q for the fiscal quarter ended January 31, 2024 (the “Original Form 10-Q”) with the U.S. Securities and Exchange Commission (the “SEC”).

 

The Original Form 10-Q failed to include certain required XBRL tagging and this Amendment No. 1 to Quarterly Report on Form 10-Q is being filed solely to include such XBRL tagging under Item 5. Other Information.

 

As such, this Amendment No. 1:

 

 

restates Item 5. Other Information of the Original Form 10-Q to include the required XBRL tagging; and

 

 

 

 

files new certifications of our principal executive officer and principal financial officer as exhibits to this Amendment under Item 6 of Part II hereof, pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

 

 
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GOLDEN MATRIX GROUP, INC.

 

TABLE OF CONTENTS

 

 

Page

PART II. OTHER INFORMATION

 

 

 

 

Item 5.

Other Information

 

4

 

Item 6. 

Exhibits

 

4

 

 

 
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Table of Contents

 

Item 5. Other Information

 

Rule 10b5-1 Trading Plans.  During the quarter ended January 31, 2024, none of the Company’s directors or officers (as defined in Rule 16a-1(f)) adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement”.

 

Item 6. Exhibits

 

The exhibits required to be filed by Item 6 are set forth in, and filed with or incorporated by reference in, the “Exhibit Index” of the Original Form 10-Q. The attached list of exhibits in the “Exhibit Index” sets forth the additional exhibits required to be filed with this Amendment No. 1 and is incorporated herein by reference in response to this item.

 

Exhibit

Number

 

Description

 

 

31.3*

 

Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act

31.4*

 

Certification of Principal Accounting Officer pursuant to Section 302 of the Sarbanes-Oxley Act

101.INS

 

Inline XBRL Instance Document (filed herewith)

101.SCH

 

Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents (filed herewith)

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

*

Filed herewith.

 

 
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Table of Contents

 

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 thereunto duly authorized.

 

 

Golden Matrix Group, Inc.

 

 

 

 

Date: April 30, 2025

/s/ Anthony Brian Goodman

 

 

By:

Anthony Brian Goodman,

Chief Executive Officer

(Principal Executive Officer)

 

 

 
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