Page 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , DC 20549 FORM 10 - K [ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 [ X ] For the transition period from Delaware State or Other Jurisdiction of Incorporation or Organization to Commission file number : 001-39868 Motorsport Games Inc. ( Exact Name of Registrant as Specified in Its Charter ) 5972 NE 4th Avenue Miami , FL Address of Principal Executive Offices Title of each class Class A common stock , $ 0.0001 par value per share Large accelerated filer [ ] Non - accelerated filer [ X ] Registrant's telephone number , including area code : ( 305 ) 507-8799 Securities registered pursuant to Section 12 ( b ) of the Act : Trading Symbol ( s ) 86-1791356 I.R.S. Employer Identification No. MSGM 33137 Zip Code Securities registered pursuant to Section 12 ( g ) of the Act : None Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes [ ] No [ X ] Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes [ ] No Name of each exchange on which registered 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 [ X ] 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 [ X ] Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a 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 . Accelerated filer [ ] Smaller reporting company [ X ] Emerging growth company [ X ] 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 financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act . [ ]