Corporate Action, Amendments to Bylaws (Form 8-K)

The information included in Item 5.03 of this Current Report on Form 8-K is incorporated by reference into this Item 3.03.

On July 22, 2026, the Board of Directors (the "Board") of Motorsport Games Inc., a Delaware corporation (the "Company") determined to amend the Company's Bylaws (the "Bylaws") by adopting certain Amended and Restated Bylaws (the "Amended and Restated Bylaws"), effective as of such date.

The following is a summary of the material changes to the Bylaws effected by the adoption of the Amended and Restated Bylaws. This summary is qualified in its entirety by reference to the full text of the Amended and Restated Bylaws, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference. Capitalized terms used but not defined herein shall have the meanings ascribed thereto in the Amended and Restated Bylaws.

Conduct of Meetings

The Amended and Restated Bylaws provide that the Board or the presiding officer of any stockholders meeting has broad authority, to the maximum extent permitted by applicable law, to establish the rules , regulations, and procedures necessary or desirable for the proper conduct of a stockholders' meetings, including, without limitation, (i) establishing an agenda for the meeting and the order for the consideration of the items of business on such agenda; (ii) establishing procedures for the maintenance of order and safety; (iii) limiting attendance at the meeting to stockholders of record of the Company, their duly authorized proxies, and such other persons as the chairman of the meeting may determine; (iv) limiting participation at the meeting on any matter to stockholders of record of the Company entitled to vote on such matter, their duly authorized proxies, and other such persons as the chairman of the meeting may determine to recognize and, as a condition to recognizing any such participant, requiring such participant to provide the chairman of the meeting with evidence of his or her name and affiliation, whether he or she is a stockholder or a proxy for a stockholder, and the class and series and number of shares of each class and series of capital stock of the Company which are owned beneficially and/or of record by such stockholder; (v) limiting the time allotted to questions or comments on the affairs of the Company; (vi) restricting entry to such meeting after the time prescribed for the commencement thereof; (vii) removing any stockholder or any other person who refuses to comply with meeting procedures, rules, or guidelines as established by the chairman of the meeting; (viii) restricting use of any audio or video recording or transmitting devices at the meeting: (ix) determining when and for how long the polls should be opened and when the polls should be closed; (x) announcing the results of voting; and (xi) taking such other action as is deemed necessary, appropriate, desirable, or convenient for the proper conduct of the meeting.

Adjournment of Stockholders' Meetings

The Amended and Restated Bylaws provide that if a quorum is not present or represented at any stockholders' meeting, a majority of the voting power of the Company's stockholders present in person or represented by proxy at the meeting or the individual acting as chairman of the meeting may adjourn the meeting, without notice other than announcement at the meeting, until a quorum shall be present or represented. The Amended and Restated Bylaws also provide that the individual acting as chairman of the meeting may also, from time to time, for any or no reason, adjourn or recess any meeting of stockholders.

Postponements and Cancellations of Stockholders' Meetings

The Amended and Restated Bylaws provide that the Board may, from time to time, for any or no reason, postpone or cancel any meeting of stockholders upon public notice given prior to the time previously scheduled for such meeting of stockholders.