The legal and data framework behind Performance Securities.

Legal framework

Why Performance Securities are securities, not bets.

A Performance Security is a federally-qualified financial instrument issued under SEC Regulation A Tier 2. Each security represents an economic interest tied to a publicly-disclosed performance statistic of a sports entity (a team, conference, or measurable outcome), with payouts determined by an objective, pre-disclosed formula applied to that statistic over a defined settlement window. The instruments are structured as securities, not as derivatives, prediction markets, or sports wagers, because they (i) are issued by a single qualified issuer to multiple investors under a Regulation A offering circular, (ii) reference verifiable public data rather than a private contract or counterparty obligation, and (iii) settle deterministically against a published formula rather than via the matched-counterparty mechanics that characterise a wager. This structural distinction is what locates Performance Securities within federal SEC oversight rather than state-by-state sports-betting regulation.

Pricing inputs

Public data, licensed sources, replicable methodology.

Every Performance Security is priced from a defined set of publicly-disclosed performance statistics, sourced through formal data-licensing agreements with first-party providers. The data set, publication cadence, and statistical transformation are fixed at the time of qualification and disclosed in full in the offering circular. Pricing inputs are designed to be replicable: any independent third party with access to the same public data and the published methodology can re-derive any historical price. The methodology cannot be amended after qualification except through formal regulatory disclosure under SEC Form 1-U.

Settlement mechanics

How a Performance Security pays out.

Each Performance Security has a defined settlement window, typically tied to a season, quarter, or other calendar boundary, at the end of which the published performance formula is applied to the realised public data, and the resulting per-security value is credited to holders of record. Settlement is administered by a registered transfer agent under standard corporate-action mechanics; cash and securities are held with a separately-registered custodian. There is no counterparty discretion in settlement: the formula is deterministic and pre-disclosed.

Market integrity

Surveillance, manipulation safeguards, record-keeping.

Trading in Performance Securities occurs exclusively on a FINRA-supervised alternative trading system operated under SEC Rule 301 (Regulation ATS). The ATS provides continuous market surveillance, audit-trailed order handling, and full record-keeping under FINRA Rule 4554, the same standard applied to every regulated US equity venue. Performance-linked instruments raise specific market-integrity considerations (notably around insider information related to non-public injury or roster status), which are addressed through position-limit, disclosure, and surveillance frameworks set out in the qualified offering circular.

Disclosure & investor protection

Reg A+ Tier 2 obligations.

As a Regulation A Tier 2 issuer, InPlay Global is subject to ongoing reporting obligations to the SEC: annual reports on Form 1-K, semi-annual reports on Form 1-SA, and current reports on Form 1-U for material events. Performance Securities are accessible to both accredited and non-accredited US investors, subject to the per-investor investment limits prescribed by Regulation A for non-accredited investors. Full risk factors, including those specific to performance-linked instruments, are set out in the qualified offering circular and must be read before any investment decision.