Newton Golf Co SEC Filings

Newton Golf Company, Inc. is registering shares of its common stock for use under its Amended and Restated 2022 Equity Incentive Plan, which stockholders approved on December 18, 2025. The registration covers 1,461,525 new shares of common stock and up to 38,475 shares that were already subject to outstanding stock option awards under the plan as of that date.

The plan is designed to grant equity-based awards to employees and other eligible participants. The company also describes how Delaware law and its own governing documents allow it to limit director liability, indemnify directors and officers, advance defense costs, and maintain directors’ and officers’ liability insurance in connection with these and other corporate activities.

Newton Golf Company, Inc. disclosed an insider share purchase by its Chief Financial Officer in a regulatory filing. On December 16, 2025, the CFO bought 6,850 shares of common stock at $1.45 per share, recorded as indirectly owned through a spouse. After this transaction, the filing shows 11,548 shares of common stock held directly and 6,850 shares held indirectly.

Newton Golf Company, Inc. (NWTG)11/21/2025, the reporting person acquired 20,000 shares of common stock in open-market transactions at a weighted average price of $1.207 per share, with individual trades ranging from $1.14 to $1.25 per share. Following these transactions, the director beneficially owns 270,373 shares of Newton Golf common stock held directly. The filing also notes a correction of a prior report filed on November 20, 2025 that had understated the director’s total holdings by two shares.

Newton Golf Company, Inc. is asking stockholders to approve key governance and equity-compensation items at its 2025 virtual annual meeting on December 18, 2025. Stockholders will vote on electing four directors (including Executive Chairman and CEO Greg Campbell), ratifying Weinberg & Company, P.A. as auditor for 2025, and approving an Amended and Restated 2022 Equity Incentive Plan.

The equity plan would increase the share reserve by 1,400,000 shares to a total of 1,500,000 shares, add an annual automatic increase of up to 5% of fully diluted outstanding shares, and extend the plan’s term to 10 years from stockholder approval. As of November 18, 2025, 4,752,463 common shares were outstanding and 61,525 shares remained available under the current plan, with 38,442 options outstanding at a weighted average exercise price of $48.39.

The company discloses it is not in compliance with Nasdaq rules requiring a majority independent board and a three-member independent audit committee after a director resignation on September 28, 2025, and notes Nasdaq could pursue delisting if compliance is not restored within the permitted cure period.

Newton Golf Company, Inc. (NWTG)November 18, 2025, he bought 83,000 shares at a weighted average price of $1.0738 per share, with individual trades between $0.90 and $1.16. On November 19, 2025, he purchased 15,000 shares at a weighted average price of $1.1647, with trades between $1.05 and $1.25. On November 20, 2025, he bought 4,000 shares at a weighted average price of $1.1959, with trades between $1.14 and $1.24.

Following these transactions, Hoge beneficially owns 250,371 shares of Newton Golf common stock in direct ownership. The report also notes a correction of a prior error tied to reverse stock splits that had overstated his previously reported total holdings.

Newton Golf Company, Inc. (NWTG) reported insider share purchases by its Chief Financial Officer on a Form 4. The CFO bought 548 shares of common stock on 11/18/2025 at $1.05 per share and an additional 11,000 shares of common stock on 11/19/2025 at $1.05 per share, both coded as open-market purchases.

After these transactions, the CFO directly owns 11,548 shares of Newton Golf Company common stock. The filing reflects ownership in a direct capacity rather than through an indirect vehicle.

Newton Golf Company, Inc. (NWTG) filed an initial ownership report for its Chief Financial Officer, Jeff Clayborne. The filing states that, as of the event date of 06/10/2025, he does not beneficially own any Newton Golf Company securities, either directly or indirectly. This is an administrative disclosure required for insiders and indicates that the new officer holds no reportable stock or derivative positions in the company at this time.

Newton Golf Company, Inc. (NWTG)11/17/2025, the insider bought 40,000 shares of common stock at a price of $0.9974 per share, reported with transaction code "P" for a purchase. Following this transaction, the insider beneficially owns 125,944 shares of Newton Golf Company common stock in direct ownership.