Brightline Interactive, Inc./NV

For the period ended Oct 26, 2026. Filed Oct 26, 2026.

About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Oct 26, 2026 · Filed Oct 26, 2026

BTLN$3.50+6.7%Stored close · as of Nov 6, 2026

See the whole filing, with its images and exhibits

Contents

Cover page

Show cover page

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 a party other than the Registrant ☐

Check the appropriate box:

☐	Preliminary Proxy Statement
☐	Confidential, for Use of the Commission Only (as Permitted by Rule 14a-6(e)(2))
☒	Definitive Proxy Statement
☐	Definitive Additional Materials
☐	Soliciting Material under §240.14a-12

BRIGHTLINE INTERACTIVE, INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of filing fee (Check all boxes that apply):

☒	No fee required.
☐	Fee paid previously with preliminary materials
☐	Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

BRIGHTLINE INTERACTIVE , INC.

21745 Red Rum Drive

Ashburn, Virginia 20147

Notice of 2026 Annual Meeting of Stockholders

Date of the Annual Meeting:	December 17, 2026
Time:	11:00 a.m. EST
Location:	Virtually at https://www.cleartrustonline.com/btln
Record Date:	October 19, 2026

Proposals:

1.	Elect two Class III directors to the board of directors (the “Board”) of Brightline Interactive, Inc. (the “Company”) for a three-year term expiring at the 2029 annual meeting of stockholders;
2.	To approve, on an advisory basis, the compensation of our named executive officers;
3.	To approve, on an advisory basis, the frequency of future advisory votes on the compensation of our named executive officers;
4.	Ratify the appointment of GreenGrowth CPAs as our independent registered public accounting firm for the fiscal year ending June 30, 2027; and
5.	To transact such other business as may properly come before the meeting or any adjournments or postponements thereof.

THE BOARD RECOMMENDS THAT YOU VOTE “FOR” EACH OF THE CLASS III DIRECTOR NOMINEES NAMED IN PROPOSAL NO. 1, “FOR” PROPOSALS NO. 2 AND NO. 4, AND FOR “ONE YEAR” FOR PROPOSAL NO. 3.

Holders of record of the Company’s common stock at the close of business on October 19, 2026 will be entitled to notice of, and to vote at the 2026 annual meeting of stockholders of the Company (the “Meeting”) and any adjournment or postponement thereof. Each share of common stock entitles the holder thereof to one vote.

Your vote is important, regardless of the number of shares you own. Whether or not you plan to attend the meeting, we hope you will vote as soon as possible. Information about voting methods is set forth in the accompanying proxy statement.

You are urged to carefully review the information contained in the enclosed proxy statement prior to deciding how to vote your shares.

		By Order of the Board of Directors,
Date:	October 26, 2026	By:	/s/ Tyler Gates
		Name:	Tyler Gates
		Title:	President and Chief Executive Officer (Principal Executive Officer)

IF YOU RETURN YOUR PROXY CARD WITHOUT AN INDICATION OF HOW YOU WISH TO VOTE, YOUR SHARES WILL BE VOTED “FOR” EACH OF THE THREE CLASS III DIRECTOR NOMINEES NAMED IN PROPOSAL NO. 1, “FOR” PROPOSALS NO. 2 AND NO. 4, AND FOR “ONE YEAR” FOR PROPOSAL NO. 3.

Important Notice Regarding the Availability of Proxy Materials for the 2026 Annual Meeting of Stockholders to be held at 11:00 a.m. EST on December 17, 2026.

The Notice of the 2026 Annual Meeting of Stockholders, this proxy statement, and our Annual Report on Form 10-K for the period ended June 30, 2026 (the “Annual Report”) are available at https://ir.brightlineinteractive.com/sec-filings/.

TABLE OF CONTENTS

Contents

QUESTIONS AND ANSWERS ABOUT THESE PROXY MATERIALS	1
PROPOSAL NO. 1 —ELECTION OF CLASS III DIRECTORS	7
Class III Director Nominees Biographies	7
Additional Biographical Information about Other Directors Not Standing for Election at this Meeting	8
Executive Officers	8
CORPORATE GOVERNANCE PRACTICES AND POLICIES	9
Board and Committee Independence	9
Board Committees and Meetings	9
Board Committees	9
Committee Composition	9
Audit Committee	9
Compensation Committee	10
Nominating and Corporate Governance Committee	10
Board Leadership Structure	11
Board Role in Risk Oversight	11
Employee, officer and director hedging	11
Code of Conduct and Ethics	11
Family Relationships	11
Stockholder Communications with the Board	11
Insider Trading Policy	11
DIRECTOR AND EXECUTIVE OFFICER COMPENSATION	12
Director Compensation	12
Executive Compensation	12
Summary Compensation Table	13
Pay Versus Performance	13
Analysis of the Information Presented in the Pay Versus Performance Table	15
Employment Agreements	16
Equity Incentive Plan	17
Outstanding Equity Awards at Fiscal Year-End	18
Policies and Practices Related to the Grant of Certain Equity Awards	18
Risk Management	18
DELINQUENT SECTION 16(A) REPORTS	19
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT	19
CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS	21
PROPOSAL NO. 2 - ADVISORY VOTE ON EXECUTIVE COMPENSATION	22
PROPOSAL NO. 3 - ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION	23
PROPOSAL NO. 4 — RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	24
OTHER MATTERS	26
STOCKHOLDER PROPOSALS	26

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.