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Super League Enterprise, Inc. registers 75,000 shares of its common stock under the 2025 Omnibus Equity Incentive Plan. The registration covers up to 32,500 shares to be issued as new awards under the 2025 Plan and up to 42,500 shares issuable upon exercise of previously issued awards (the Prior Awards). The 2025 Plan succeeds the Prior Plan and includes Carryover Shares from the Prior Plan plus Unused Shares that become available if awards are forfeited, cancelled, expired or settled in cash. The filing incorporates by reference the company鈥檚 recent periodic reports and attaches the 2025 Plan and legal opinions as exhibits.

Super League Enterprise, Inc. replaced its Amended and Restated 2014 Stock Option and Incentive Plan with a new 2025 Omnibus Equity Incentive Plan approved by stockholders on June 9, 2025. The 2025 Plan initially authorizes 75,000 shares of Common Stock for issuance and also provides for up to 3,708 "Carryover Shares" that represent unissued, expired or forfeited awards from the 2014 Plan.

This Post-Effective Amendment to prior Form S-8 registration statements confirms that those prior registrations will cover the 3,708 Carryover Shares under the 2025 Plan. The company states that no additional securities are being registered by this Post-Effective Amendment, and that share amounts shown have been adjusted to reflect the company鈥檚 prior reverse stock splits.

Super League Enterprise, Inc. filed a post-effective amendment to its prior Form S-8 registration statements to state that certain shares from its replaced 2014 equity plan will be carried into its new 2025 Omnibus Equity Incentive Plan. The amendment clarifies that the prior S-8s will cover 3,708 Carryover Shares that may become issuable under the 2025 Plan and notes that previously reported share amounts were adjusted for prior reverse stock splits.

The 2025 Plan replaces the 2014 Plan and will receive no further awards under the 2014 Plan. The 2025 Plan is initially authorized to issue 75,000 shares of common stock; the Registrant is contemporaneously registering those 75,000 shares on a separate Form S-8. This post-effective amendment does not register any additional securities and incorporates by reference the Company鈥檚 periodic reports and its description of common stock. The filing also describes standard indemnification provisions and directors鈥� and officers鈥� insurance.

Post-Effective Amendment reflects that four prior Form S-8 registration statements have been updated to cover 3,708 carryover shares from the Amended and Restated 2014 Stock Option and Incentive Plan into the company鈥檚 newly approved 2025 Omnibus Equity Incentive Plan. The 2025 Plan replaces the 2014 Plan and no further awards will be granted under the 2014 Plan.

The company is contemporaneously filing a separate Form S-8 to register 75,000 newly authorized shares for the 2025 Plan; this Post-Effective Amendment itself does not register any additional securities. The amendment notes that listed share amounts were adjusted to reflect the company鈥檚 reverse stock splits and identifies the prior S-8s and their adjusted share amounts.

Super League Enterprise, Inc. has filed a post-effective amendment to prior Form S-8 registration statements to reflect its replacement of the Amended and Restated 2014 Stock Option and Incentive Plan with the Super League Enterprise, Inc. 2025 Omnibus Equity Incentive Plan, which stockholders approved on June 9, 2025. The 2025 Plan authorizes 75,000 newly available shares (registered separately) and includes 3,708 Carryover Shares representing awards under the 2014 Plan that may expire, be forfeited or be repurchased and will now be issuable under the 2025 Plan. This amendment does not register any additional securities; it only confirms that the Prior Registration Statements will also cover the Carryover Shares.

The filing incorporates by reference the company鈥檚 recent annual and quarterly reports and a series of current reports through mid-July 2025, and restates the company鈥檚 indemnification provisions under Delaware law and its charter and bylaws. The amendment documents prior reverse stock splits (1-for-20 and 1-for-40) reflected in adjusted share amounts.

Super League Enterprise, Inc. filed a Form S-3 prospectus to register up to 1,979,904 shares of common stock for resale by the selling stockholder, consisting of 989,952 Note Shares issuable upon conversion of 8% senior secured convertible notes and 989,952 Warrant Shares issuable upon exercise of warrants. The company received $4,000,000 in gross proceeds from the private placement that generated the notes and warrants, and the warrants could provide up to $3,538,088.45 of additional proceeds if exercised for cash. Prior to the offering the company reported 1,070,906 shares outstanding and, assuming full conversion/exercise, would have ~3,050,810 shares outstanding.

The prospectus discloses a 1-for-40 reverse split, operations reaching over 130 million monthly unique players and >1 billion monthly impressions, and material risks: Nasdaq notified the company of noncompliance with the $2.5 million stockholders' equity listing requirement (reported equity of $170,000), an auditor explanatory going-concern paragraph, extensive preferred-stock convertible amounts and approval rights, and potential litigation risk if required preferred consents or debt consents are not obtained. The registered securities are being offered by the selling stockholder and the company will not receive proceeds from resale transactions unless warrants are exercised for cash.