Was the NWTG CFO’s recent share grant an open-market purchase?

No, the 251,902-share transaction is labeled as a grant, award, or other acquisition at $0.00 per share. It represents equity compensation rather than an open-market purchase, and the shares vest over three future dates, subject to continued service.

Newton Golf (NWTG) CFO receives 251,902 time-vested share award

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Newton Golf Company, Inc. Chief Financial Officer Jeff Clayborne reported an equity compensation award and updated holdings. He received a grant of 251,902 shares of Common Stock at $0.00 per share as a grant, award, or other acquisition, increasing his direct ownership to 438,450 shares. A footnote explains these are restricted stock units that vest in three substantially equal installments on June 24, 2027, June 24, 2028, and June 24, 2029, subject to his continued service. The filing also reflects 6,850 shares of Common Stock held indirectly through his spouse.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider CLAYBORNE JEFF

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	251,902	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 438,450 shares (Direct); Common Stock — 6,850 shares (Indirect, By Spouse)

Footnotes (1)

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Key Figures

Equity grant size: 251,902 shares Grant price per share: $0.00 per share Direct holdings after grant: 438,450 shares +4 more

7 metrics

Equity grant size 251,902 shares Common Stock grant/award acquisition to CFO on June 24, 2026

Grant price per share $0.00 per share Equity compensation, not open-market purchase

Direct holdings after grant 438,450 shares CFO’s direct Common Stock ownership following the award

Indirect spouse holdings 6,850 shares Common Stock held indirectly, coded "By Spouse"

First vesting date June 24, 2027 First of three equal RSU vesting installments

Second vesting date June 24, 2028 Second of three equal RSU vesting installments

Third vesting date June 24, 2029 Final RSU vesting installment, subject to continued service

Key Terms

restricted stock units, vesting, grant, award, or other acquisition, indirect ownership, +1 more

5 terms

restricted stock units financial

"These restricted stock units vest in three substantially equal installments"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

vesting financial

"vest in three substantially equal installments on each of June 24, 2027, June 24, 2028 and June 24, 2029"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition""

indirect ownership financial

"direct_or_indirect": "I", "nature_of_ownership": "By Spouse""

Chief Financial Officer financial

"officer_title": "Chief Financial Officer""

A Chief Financial Officer (CFO) is the person in charge of a company's money and financial planning. They decide how to spend, save, and invest funds to help the company grow and stay stable. Their role is important because good financial decisions keep the company healthy and successful.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/26/2026 - 04:07 PM Accepted by SEC EDGAR 06/26/2026 - 04:06 PM

FAQ

What insider transaction did NWTG CFO Jeff Clayborne report?

Newton Golf CFO Jeff Clayborne reported an equity compensation award of 251,902 Common Stock shares at $0.00 per share. The filing classifies it as a grant, award, or other acquisition, not an open-market purchase or sale.

How many Newton Golf (NWTG) shares does the CFO own after this filing?

After the reported grant, CFO Jeff Clayborne directly holds 438,450 Common Stock shares. The Form 4 also shows 6,850 additional shares held indirectly through his spouse, giving context to his total reported exposure to Newton Golf equity.

How do the NWTG CFO’s restricted stock units vest over time?

The restricted stock units underlying the 251,902-share award vest in three substantially equal installments. Vesting dates are June 24, 2027, June 24, 2028, and June 24, 2029, and each tranche requires the CFO’s continued service through its respective vesting date.

What portion of the NWTG CFO’s holdings are indirect through a spouse?

The Form 4 reports 6,850 Common Stock shares held indirectly by the CFO’s spouse. This is separate from his 438,450 directly owned shares and is identified with an indirect ownership code and the description “By Spouse” in the filing.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

CLAYBORNE JEFF

(Last)

(First)

(Middle)

551 CALLE SAN PABLO

(Street)

CAMARILLO

CALIFORNIA

93012

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Newton Golf Company, Inc. [ NWTG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/24/2026		A		251,902⁽¹⁾	A	$0	438,450	D
Common Stock								6,850	I	By Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. These restricted stock units vest in three substantially equal installments on each of June 24, 2027, June 24, 2028 and June 24, 2029, subject to the Reporting Person's continued service through each such vesting date.

	/s/ Jeff Clayborne	06/26/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR