GMBLP Esports Entertainment Group Inc

Item 5.07 Submission of Matters to a Vote of Security Holders.

On January 26, 2023, Esports Entertainment Group, Inc. (the “Company,” “we,” “our,” and “us”) held its 2022 annual meeting of stockholders (the “Annual Meeting”). Greater than 41% of the shares of common stock outstanding and entitled to vote on Proposals 1-5 at the Annual Meeting were present in person or by proxy thereby constituting a quorum. Greater than 98% of the shares of common stock outstanding and entitled to vote on Proposal 6 at the Annual Meeting were present in person or by proxy.

The matters that were voted upon at the Annual Meeting, and the number of votes cast for or against/withheld, as well as the number of abstentions, as to such matters, where applicable, are set forth in the table below. With respect to the election of Jan Jones Blackhurst, Damian Mathews, Alan Alden, and Chul Woong Lim as directors to each serve a one-year term on the Board of Directors of the Company (the “Board”) and until each of their successors is elected and qualified, each nominee received the number of votes set forth opposite their name.

On the basis of the above votes, (i) Jan Jones Blackhurst, Damian Mathews, Alan Alden and Chul Woong Lim were elected as members of the Board; (ii) the proposal to approve, in a non-binding advisory vote, the compensation of the Named Executive Officers was not approved; (iii) the proposal to ratify the selection of Marcum LLP, as the Company’s independent registered public accountant for the fiscal year ending June 30, 2023 was approved; (iv) the proposal to approve the potential issuance of an excess of 19.99% of the Company’s outstanding Common Stock upon the conversion of an outstanding Senior Convertible Note was approved; (v) the proposal for the potential issuance of our outstanding Common Stock upon the conversion of a new perpetual convertible preferred stock to be issued in exchange for the Senior Convertible Note, as part of the Company’s approved plan of compliance with the Nasdaq Listing Rules was approved; and (vi) the proposal to approve the reverse stock split of the Common Stock at a ratio of not less than one-for-twenty (1-for-20) and not more than one-for-one-hundred (1-for-100), with our Board of Directors having the discretion as to the exact ratio of any reverse stock split to be set within the above range, without a corresponding reduction in the total number of authorized shares of Common Stock, and to be in effect no later than the earlier of the next Annual Meeting or the anniversary of this year’s Annual Meeting was approved.

“Named Executive Officers” refers to the Company’s Chief Executive Officer, Interim Chief Financial Officer and Controller and Chief Technology Officer.