Item 8.01 Other Events.

On December 4, 2020, Hall of Fame Resort & Entertainment Company (the "Company") closed the sale of an additional 2,678,571 shares of its common stock, par value $0.0001 per share (the "Common Stock"), to Maxim Group, LLC (the "Underwriter") as a result of the Underwriter's exercise in full of its over-allotment option (the "Over-Allotment Option") in connection with the Company's previously disclosed public offering that initially closed on November 18, 2020 (the "Offering"). The Company sold the Common Stock to the Underwriters at a price of $1.39 per share, resulting in gross proceeds to the Company, before underwriting discounts and commissions and estimated offering expenses, of approximately $3,723,214 and bringing the total gross proceeds of the Offering to approximately $28,749,998.

The Offering was conducted pursuant to the Company's registration statements on Form S-1 (File Nos. 333- 249133 and 333-250119), as amended, that were previously filed with the Securities and Exchange Commission and are effective.

A copy of the press release announcing the closing of the Over-Allotment Option is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.






(d) Exhibits



Exhibit No.                                    Document
   99.1         Press Release dated December 4, 2020
    104       Cover Page Interactive Data File (embedded within the Inline XBRL document)




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