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SEC Comment Letter 0000000000-23-008666 to Signing Day Sports, Inc. (SGN) (CIK 0001898474) (SGN)

Signing Day Sports, Inc. (SGN) (CIK 0001898474)
Date: Aug. 9, 2023 · CIK: 0001898474 · Accession: 0000000000-23-008666

AI Filing Summary & Sentiment

File numbers found in text: 333-271951

Date
August 9, 2023
Author
Office of Technology
Form
UPLOAD
Company
Signing Day Sports, Inc. (SGN) (CIK 0001898474)

Letter

United States securities and exchange commission logo August 9, 2023 Daniel Nelson Chief Executive Officer Signing Day Sports, Inc. 8355 E Hartford Dr. Suite 100 Scottsdale, AZ 85255 Re:Signing Day Sports, Inc. Amendment No. 3 to Registration Statement on Form S-1 Filed August 1, 2023 File No. 333-271951 Dear Daniel Nelson: We have reviewed your amended registration statement and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to these comments, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our July 14, 2023 letter. Amendment to Form S-1 filed on August 1, 2023 Results of Operations Cost of Revenue, page 46 1.We note your response to comment 2 and your new disclosure on page 47. Since there are several reasons for the decrease in cost of revenue, please quantify each factor that contributed to the decrease. Also, discuss how much development cost were capitalized and when you expect these costs will be amortized to cost of revenue.

FirstName LastNameDaniel Nelson Comapany NameSigning Day Sports, Inc. August 9, 2023 Page 2 FirstName LastName Daniel Nelson Signing Day Sports, Inc. August 9, 2023 Page 2 Note 12 - Stockholder’s Deficit Equity Incentive Plan, page F-39 2.Please disclose the specific vesting terms for all stock based compensation. We refer to guidance in ASC 718-10-50-2. You may contact Inessa Kessman, Senior Staff Accountant, at 202-551-3371 or Robert Littlepage, Accounting Branch Chief, at 202-551-3361 if you have questions regarding comments on the financial statements and related matters. Please contact Lauren Pierce, Staff Attorney, at 202-551-3887, or Matthew Crispino, Staff Attorney, at 202-551-3456 with any other questions. Sincerely, Division of Corporation Finance Office of Technology cc: Louis Bevilacqua

Show Raw Text
United States securities and exchange commission logo
August 9, 2023
Daniel Nelson
Chief Executive Officer
Signing Day Sports, Inc.
8355 E Hartford Dr. Suite 100
Scottsdale, AZ 85255
Re:Signing Day Sports, Inc.
Amendment No. 3 to Registration Statement on Form S-1
Filed August 1, 2023
File No. 333-271951
Dear Daniel Nelson:
            We have reviewed your amended registration statement and have the following
comments.  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.  Unless we note
otherwise, our references to prior comments are to comments in our July 14, 2023 letter.
Amendment to Form S-1 filed on August 1, 2023
Results of Operations
Cost of Revenue, page 46
1.We note your response to comment 2 and your new disclosure on page 47.  Since there are
several reasons for the decrease in cost of revenue, please quantify each factor that
contributed to the decrease.  Also, discuss how much development cost were capitalized
and when you expect these costs will be amortized to cost of revenue.

 FirstName LastNameDaniel Nelson
 Comapany NameSigning Day Sports, Inc.
 August 9, 2023 Page 2
 FirstName LastName
Daniel Nelson
Signing Day Sports, Inc.
August 9, 2023
Page 2
Note 12 - Stockholder’s Deficit
Equity Incentive Plan, page F-39
2.Please disclose the specific vesting terms for all stock based compensation.  We refer to
guidance in ASC 718-10-50-2.
            You may contact Inessa Kessman, Senior Staff Accountant, at 202-551-3371 or Robert
Littlepage, Accounting Branch Chief, at 202-551-3361 if you have questions regarding
comments on the financial statements and related matters. Please contact Lauren Pierce, Staff
Attorney, at 202-551-3887, or Matthew Crispino, Staff Attorney, at 202-551-3456 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:       Louis Bevilacqua