{"filing":{"accession_number":"0001326380-26-000046","cik":"0001326380","ticker":"GME-WT","company_name":"GameStop Corp.","form":"8-K","filing_date":"2026-08-31","report_date":"2026-08-31","primary_document":"gme-20260831.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1326380/000132638026000046/gme-20260831.htm"},"events":[{"id":30464,"run_id":27918,"accession_number":"0001326380-26-000046","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"summary":"GameStop entered into amendments to exchange agreements on August 31, 2026, materially restructuring approximately $1.4 billion of convertible notes from an all-stock settlement to a hybrid 73% stock / 27% cash settlement, fixing the share count at approximately 55.5 million shares and requiring $358.4 million in cash.","company_name":"GameStop Corp.","ticker":"GME-WT","filing_date":"2026-08-31","form":"8-K","submitted_at":null,"items":[{"id":33063,"accession_number":"0001326380-26-000046","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"GameStop entered into amendments to exchange agreements on August 31, 2026, modifying the terms of a previously disclosed $1.4 billion convertible notes exchange. The amendments materially alter the settlement structure from all-stock to a hybrid 73% stock / 27% cash settlement, fixing the share count at approximately 55.5 million shares and requiring $358.4 million in cash. While this is technically a debt restructuring rather than a traditional M\u0026A transaction, it represents a material definitive agreement that fundamentally changes the company's capital structure and outstanding obligations, warranting classification as a material financial event. The alternative classification of `debt_issuance` is less apt because this is an exchange/modification of existing debt rather than creation of new obligations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-31T11:02:35.467293+00:00","company_name":"","ticker":null,"filing_date":""},{"id":33066,"accession_number":"0001326380-26-000046","item_number":"7.01","item_title":"Regulation FD Disclosure","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.45,"reasoning":"The Item 7.01 disclosure incorporates Item 2.02 and announces amendments to Exchange Agreements for approximately $1.4 billion of convertible notes. The amendments restructure settlement from all-stock to a mixed cash-and-stock arrangement (~$358.4M cash, ~55.5M shares). While this involves debt restructuring rather than new debt issuance, the core financial event is a material modification to existing convertible obligations. However, this is ambiguous: it could also be classified as `financial_other` (debt restructuring/modification) or `ma_activity` if viewed as a capital restructuring. The debt modification is material to investors assessing the company's capital structure and cash position.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-31T11:02:35.467293+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":30465,"run_id":27918,"accession_number":"0001326380-26-000046","anchor_item_number":"2.02","event_type":"earnings_release","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"GameStop disclosed preliminary financial results for Q2 2026 ended August 1, 2026, including net sales of $780–$800 million, operating income of $150–$170 million, net income of $290–$310 million, and cash position of $5.050–$5.070 billion, along with material gains on eBay investments.","company_name":"GameStop Corp.","ticker":"GME-WT","filing_date":"2026-08-31","form":"8-K","submitted_at":null,"items":[{"id":33064,"accession_number":"0001326380-26-000046","item_number":"2.02","item_title":"Results of Operations and Financial Condition","event_type":"earnings_release","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 2.02 discloses preliminary financial results for Q2 2026 ended August 1, 2026, with a press release attached as Exhibit 99.1. The disclosure includes net sales ($780–$800M vs. $972.2M prior year), operating income ($150–$170M vs. $66.4M), net income ($290–$310M vs. $168.6M), and cash position ($5.050–$5.070B vs. $8.694B), along with material gains on eBay investments. This is a standard earnings release announcement, material to investors assessing the company's financial performance and position.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-31T11:02:35.467293+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":30466,"run_id":27918,"accession_number":"0001326380-26-000046","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"summary":"GameStop is issuing approximately 55.5 million shares of Common Stock in a private placement to existing convertible noteholders in reliance on Section 4(a)(2) of the Securities Act, representing approximately 73% of the exchange consideration in the convertible notes restructuring.","company_name":"GameStop Corp.","ticker":"GME-WT","filing_date":"2026-08-31","form":"8-K","submitted_at":null,"items":[{"id":33065,"accession_number":"0001326380-26-000046","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"GameStop is issuing approximately 55.5 million shares of Common Stock in a private placement to existing convertible noteholders in reliance on Section 4(a)(2) of the Securities Act. The Item 3.02 disclosure explicitly states the shares are issued in an unregistered private placement to accredited investors and qualified institutional buyers. This is a material dilutive equity issuance representing approximately 73% of the exchange consideration, with the remainder ($358.4 million) settled in cash.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-31T11:02:35.467293+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":33063,"accession_number":"0001326380-26-000046","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"GameStop entered into amendments to exchange agreements on August 31, 2026, modifying the terms of a previously disclosed $1.4 billion convertible notes exchange. The amendments materially alter the settlement structure from all-stock to a hybrid 73% stock / 27% cash settlement, fixing the share count at approximately 55.5 million shares and requiring $358.4 million in cash. While this is technically a debt restructuring rather than a traditional M\u0026A transaction, it represents a material definitive agreement that fundamentally changes the company's capital structure and outstanding obligations, warranting classification as a material financial event. The alternative classification of `debt_issuance` is less apt because this is an exchange/modification of existing debt rather than creation of new obligations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-31T11:02:35.467293+00:00","company_name":"GameStop Corp.","ticker":"GME-WT","filing_date":"2026-08-31"},{"id":33064,"accession_number":"0001326380-26-000046","item_number":"2.02","item_title":"Results of Operations and Financial Condition","event_type":"earnings_release","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 2.02 discloses preliminary financial results for Q2 2026 ended August 1, 2026, with a press release attached as Exhibit 99.1. The disclosure includes net sales ($780–$800M vs. $972.2M prior year), operating income ($150–$170M vs. $66.4M), net income ($290–$310M vs. $168.6M), and cash position ($5.050–$5.070B vs. $8.694B), along with material gains on eBay investments. This is a standard earnings release announcement, material to investors assessing the company's financial performance and position.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-31T11:02:35.467293+00:00","company_name":"GameStop Corp.","ticker":"GME-WT","filing_date":"2026-08-31"},{"id":33065,"accession_number":"0001326380-26-000046","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"GameStop is issuing approximately 55.5 million shares of Common Stock in a private placement to existing convertible noteholders in reliance on Section 4(a)(2) of the Securities Act. The Item 3.02 disclosure explicitly states the shares are issued in an unregistered private placement to accredited investors and qualified institutional buyers. This is a material dilutive equity issuance representing approximately 73% of the exchange consideration, with the remainder ($358.4 million) settled in cash.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-31T11:02:35.467293+00:00","company_name":"GameStop Corp.","ticker":"GME-WT","filing_date":"2026-08-31"},{"id":33066,"accession_number":"0001326380-26-000046","item_number":"7.01","item_title":"Regulation FD Disclosure","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.45,"reasoning":"The Item 7.01 disclosure incorporates Item 2.02 and announces amendments to Exchange Agreements for approximately $1.4 billion of convertible notes. The amendments restructure settlement from all-stock to a mixed cash-and-stock arrangement (~$358.4M cash, ~55.5M shares). While this involves debt restructuring rather than new debt issuance, the core financial event is a material modification to existing convertible obligations. However, this is ambiguous: it could also be classified as `financial_other` (debt restructuring/modification) or `ma_activity` if viewed as a capital restructuring. The debt modification is material to investors assessing the company's capital structure and cash position.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-31T11:02:35.467293+00:00","company_name":"GameStop Corp.","ticker":"GME-WT","filing_date":"2026-08-31"}]}