Golden Matrix Group, Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a)

of the Securities Exchange Act of 1934

Filed by the Registrant ☒

Filed by party other than the registrant ☐

Check the appropriate box:

GOLDEN MATRIX GROUP, INC.

(Name of Registrant as Specified in Charter)

Payment of Filing Fee (Check all boxes that apply):

September 22, 2025

To Our Stockholders:

The Board of Directors (“Board”) and officers of Golden Matrix Group, Inc., a Nevada corporation (the “Company”), join us in extending to you a cordial invitation to attend the Company’s 2025 annual meeting of stockholders, which we refer to as the Annual Meeting or the Meeting, to be held virtually (subject to postponement(s) or adjournment(s) thereof):

Date: Thursday November 6, 2025

Time: 4:00 P.M. Eastern Standard

Virtual Meeting Site: https://edge.media-server.com/mmc/go/gmgi2025agm

You will not be able to attend the Annual Meeting physically. The Annual Meeting will be held via an audio teleconference. Stockholders may attend, vote and submit questions during the Annual Meeting via the Internet by logging in athttps://edge.media-server.com/mmc/go/gmgi2025agm, with your Control ID and Request ID, and thereafter following the instructions to join the virtual meeting. In addition to voting by submitting your proxy prior to the Annual Meeting and/or voting online as discussed herein, you also will be able to vote your shares electronically during the Annual Meeting with your Request ID.

The Notice of Annual Meeting (the “Notice”) and Proxy Statement (the “Proxy Statement”), are also available*athttps://www.iproxydirect.com/gmgi (for common stockholders and holders of Series B Voting Preferred Stock) andhttps://www.iproxydirect.com/gmgip *(for holders of Series C Preferred Stock). These websites also include copies of our Annual Report on Form 10-K for the year ended December 31, 2024, which we refer to as the “2024 Annual Report”. Stockholders may also request a copy of the Proxy Statement and 2024 Annual Report by contacting our main office at (702) 318-7548.

In connection with the Annual Meeting, you will be asked to consider and vote on certain proposals, which are more fully described in the accompanying Proxy Statement. Whether or not you plan to attend the Annual Meeting, we urge you to read the Proxy Statement (and any documents incorporated into the Proxy Statement by reference) and consider such information carefully before voting. The Proxy Statement describes the business to be considered and acted upon by the stockholders at the Annual Meeting. Please review these materials and vote your shares.

Your vote is very important. Even if you plan to attend the Annual Meeting virtually, if you are a holder of record of voting stock please submit your proxy by mail, fax, Internet or telephone as soon as possible to make sure that your shares are represented at the Annual Meeting. If you hold your shares of Company stock in “street name” through a bank, broker, or other nominee, you must vote in accordance with the voting instructions provided to you by such bank, broker, or other nominee, which include instructions for voting by mail, Internet or telephone.

Our Board encourages your participation in the Company’s electoral process and, to that end, solicits your proxy with respect to the matters described in the Proxy Statement. Your vote and participation in our governance is very important to us.

Sincerely,

/s/ William Scott

William Scott

Chairman

Our proxy statement and annual report on Form 10-K for the year ended December 31, 2024, are available at the following cookies-free website that can be accessed anonymously: www.iproxydirect.com/gmgi. Stockholders may also vote prior to the meeting athttps://www.iproxydirect.com/gmgi (for common stockholders and holders of Series B Voting Preferred Stock) andhttps://www.iproxydirect.com/gmgip(for holders of Series C Preferred Stock).

GOLDEN MATRIX GROUP, INC.

NOTICE OF 2025 ANNUAL MEETING OF STOCKHOLDERS

To be held on November 6, 2025

To our stockholders:

Notice is hereby given of the 2025 annual meeting of stockholders of Golden Matrix Group, Inc. (the “Company”) to be held on Thursday, November 6, 2025 at 4:00 P.M. Eastern Standard time (subject to postponement(s) or adjournment(s) thereof) (the “Annual Meeting” or the “Meeting”). The Annual Meeting will be held virtually via live audio webcast at https://edge.media-server.com/mmc/go/gmgi2025agm. See also “Instructions For The Virtual Annual Meeting”, beginning on page 1. The Annual Meeting is being held for the following purposes:

Any action may be taken on any one of the foregoing proposals at the Meeting on the date specified above or on any date or dates to which the Meeting may be adjourned. Common stockholders, Class B Voting Preferred stockholders and Class C Preferred Stock holders, of record on the close of business on September 15, 2025, are entitled to notice of, and to vote at, the Annual Meeting and any adjournments thereof.

The Company is pleased to continue utilizing the Securities and Exchange Commission rules that allow issuers to furnish proxy materials to their stockholders on the Internet. Accordingly, we are sending a Notice of Internet Availability of Proxy Materials, or E-proxy notice, on or about September 22, 2025 to our stockholders of record as of the close of business on September 15, 2025. The E-proxy notice contains instructions for your use of this process, including how to access our proxy statement and annual report and how to authorize your proxy to vote online. In addition, the E-proxy notice contains instructions on how you may receive a paper copy of the proxy statement and annual report or elect to receive your proxy statement and annual report over the Internet. The Company believes these rules allow it to provide you with the information you need while lowering the costs of delivery and reducing the environmental impact of the Annual Meeting.

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The enclosed proxy statement is also available atwww.iproxydirect.com/gmgi(for common stockholders and holders of Series B Voting Preferred Stock) andhttps://www.iproxydirect.com/gmgip (for holders of Series C Preferred Stock). These websites also includes copies of the form of proxy and the Company’s Annual Report to stockholders for the year ended December 31, 2024 (the “2024 Annual Report”). Stockholders may also request a copy of the proxy statement and the Company’s 2024 Annual Report by visitingwww.iproxydirect.com/gmgi(for common stockholders and holders of Series B Voting Preferred Stock) andhttps://www.iproxydirect.com/gmgip (for holders of Series C Preferred Stock), by calling 866-752-8683 and by emailing proxy-ID@equiniti.com.

As a stockholder of record, you are cordially invited to attend the meeting virtually athttps://edge.media-server.com/mmc/go/gmgi2025agm. Stockholders who do not expect to attend the Annual Meeting are encouraged to vote via the Internet, by phone or by returning a signed proxy card.

Even if you plan to attend the Annual Meeting virtually, we request that you submit a proxy by following the instructions on your proxy card as soon as possible and thus ensure that your shares will be represented at the Annual Meeting if you are unable to attend.

By Order of the Board of Directors,

/s/ William Scott

William Scott

Chairman

Las Vegas, Nevada

September 22, 2025

Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Stockholders to Be Held on Thursday, November 6, 2025.

Our proxy statement and annual report on Form 10-K for the year ended December 31, 2024, are available at the following cookies-free website that can be accessed anonymously: www.iproxydirect.com/gmgi (for common stockholders and holders of Series B Voting Preferred Stock) and* https://www.iproxydirect.com/gmgip *(for holders of Series C Preferred Stock).

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GOLDEN MATRIX GROUP, INC.

PROXY STATEMENT

FOR 2025 ANNUAL MEETING OF STOCKHOLDERS