Newton Golf Company, Inc. (NASDAQ: NWTG) files a range of documents with the U.S. Securities and Exchange Commission that provide detailed insight into its governance, compensation plans, capital structure, and operating performance. This page aggregates those SEC filings and pairs them with AI-powered summaries to help readers interpret the information more efficiently.
For Newton Golf, key filings include annual proxy statements (DEF 14A), which describe proposals submitted to stockholders, director elections, equity incentive plans, and auditor ratification. For example, the company’s definitive proxy statement for its 2025 annual meeting outlines the approval of an amended and restated 2022 Equity Incentive Plan and the process for its virtual stockholder meeting.
Current reports on Form 8-K are another important source of information. Newton Golf has used 8-K filings to disclose matters such as amendments to its bylaws to reflect its name change from Sacks Parente Golf, Inc. to Newton Golf Company, Inc., changes to quorum requirements, at-the-market offering arrangements, notices related to Nasdaq listing rule compliance, and stockholder approval of equity plan amendments and related restricted stock unit grants.
Investors and analysts can also review 8-K filings that reference earnings press releases and financial results, which are incorporated as exhibits. Insider share purchases are reported separately to the SEC on Form 4, as noted in the company’s news releases, and are relevant for tracking management’s ownership changes.
On this page, AI-generated highlights explain the purpose of each filing, summarize the main points in plain language, and point out items such as equity plan changes, governance updates, and material agreements, helping users navigate Newton Golf’s regulatory disclosures more quickly.
Newton Golf Company entered Exchange Agreements with certain noteholders to swap approximately $2.3 million of existing convertible notes, including accrued interest, into 24,092.61 shares of a new Series A Convertible Preferred Stock at an Original Issue Price of $1.00 per share.
The Series A Preferred Stock carries a 10.00% annual dividend on the Original Issue Price, which the company may pay in cash, by increasing the stated value, or allow to accrue. It ranks senior to common stock in dividends and liquidation and is initially convertible into common shares at a $1.00 conversion price, with forced conversion possible if the common stock trades at or above $3.00 for 10 consecutive trading days and a resale registration is effective.
The class has significant investor protections, including voting on an as-converted basis, preemptive rights in subsequent offerings, and consent rights over senior securities or a voluntary bankruptcy while at least 25% of the originally issued preferred shares remain outstanding. A beneficial ownership cap generally limits any holder to 4.99% of outstanding common stock, adjustable up to 19.99% subject to notice and stockholder approval thresholds.
Newton Golf Company, Inc. entered into a Loan and Security Agreement with Brynnwood, LLLP for a senior secured revolving credit facility of up to $5,000,000. The facility bears interest at Daily Simple SOFR plus 13% and currently matures on July 1, 2028.
The company’s obligations are secured by a first priority lien on substantially all assets, and it paid a one-time commitment fee of 2% of the facility. The agreement includes customary covenants, reverse-takeover provisions, and events of default that allow the lender to accelerate the debt and exercise remedies against the collateral.
Newton Golf Company, Inc. completed an additional closing under its existing securities purchase agreement, issuing a new $200,000 unsecured convertible note and a warrant to purchase 20,000 shares of common stock. This brings issued notes to $2,050,000 and warrants to 205,000 shares, under a program allowing up to $3,000,000 of notes and 300,000 warrants.
The notes mature 18 months from issuance, carry 10% annual interest paid in kind, and are convertible at $1.60 per share, while the warrants are exercisable at $1.75 per share for five years. The company may force conversion if the stock closes at or above $3.00 for 10 consecutive trading days, and the notes may be repaid early without penalty. The financing was completed as a private placement relying on Section 4(a)(2) and Rule 506(b) exemptions.
Newton Golf Company, Inc. director Jane Casanta reported an equity grant that increases her direct stake in the company. She received 37,044 shares of common stock at no cost as a compensation award, bringing her direct holdings to 59,921 shares after the transaction.
The award represents restricted stock units that are scheduled to vest on June 24, 2027, provided she continues her service with the company through that date. This filing reflects a compensation-related acquisition rather than an open-market purchase.
Newton Golf Company, Inc. director Brett Widney Hoge reported an equity compensation grant on Common Stock. He acquired 62,975 restricted stock units for no cash consideration, increasing his direct holdings to 356,225 shares. These units vest on June 24, 2027, contingent on his continued service.
Newton Golf Company, Inc. director and Chief Technology Officer Yorihiro Akinobu reported an equity compensation award. He acquired 261,780 shares of Common Stock at a reported price of $0.00 per share, bringing his direct holdings after the award to 498,870 shares.
The award represents restricted stock units that vest in three substantially equal installments on June 24, 2027, June 24, 2028 and June 24, 2029, conditioned on his continued service through each vesting date. This filing reflects a compensation-related grant rather than an open-market purchase.
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.
Newton Golf Company, Inc. entered into a new financing arrangement, increasing its convertible note and warrant program to up to $3,000,000 in unsecured Convertible Notes and Warrants to purchase up to 300,000 shares of common stock.
To date, the company has issued Convertible Notes totaling $1,550,000 and Warrants for 155,000 shares under the March financing. On June 3, 2026, it completed the first closing of the June financing, issuing a $500,000 Convertible Note and a Warrant for 50,000 shares, receiving cash proceeds of $500,000. The notes mature in 18 months, accrue interest at 10% per year paid in kind, and are convertible into common stock at $1.60 per share, while the Warrants have a five-year term and an exercise price of $1.75 per share.
The notes carry a 20% default interest rate and allow optional early repayment by the company and certain conversion features tied to share price and change-of-control events. The securities were issued in a private placement relying on Section 4(a)(2) and Rule 506(b) of Regulation D, with piggy-back registration rights for the underlying conversion and warrant shares.
Newton Golf Company, Inc. director Hemphill Gregg reported an equity compensation grant. On the reported date, he acquired 25,035 shares of Common Stock, recorded at $0.00 per share, as a grant or award rather than an open‑market purchase. Following this transaction, his reported direct holdings total 25,035 shares. A footnote explains that these shares are in the form of restricted stock units that will vest in full on the one‑year anniversary of the grant date, so they are subject to a time‑based vesting condition rather than being fully unrestricted today.
Newton Golf Company, Inc. filed an initial insider ownership report for director Hemphill Gregg on Form 3. This filing establishes his status as a reporting person but shows no reported stock purchases, sales, option exercises, or other transactions at this time.