Welcome to our dedicated page for SurgePays SEC filings (Ticker: SURG), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
SurgePays, Inc. filings document the public-company reporting record for a wireless, fintech and point-of-sale technology business serving subprime and underserved consumers. Its disclosures cover operating and financial results, securities-listing compliance, capital-structure matters, and the business platforms used for prepaid wireless, financial transactions and retail distribution.
Recent filings include Form 8-K reports for results of operations, investor-presentation disclosures, Nasdaq continued-listing notices, executive officer transitions, compensatory arrangements and material service agreements. Proxy materials describe annual-meeting proposals, director elections and stockholder voting procedures, while Form 12b-25 filings document annual-report timing matters.
SurgePays, Inc. has amended its agreement with AT&T Mobility, removing all remaining minimum spend commitments that had required an aggregate minimum spend of $50.0 million over an initial three-year term. The amendment is expected to lower customer acquisition and ongoing monthly subscriber costs through improved wholesale pricing and to be favorable to operating margins.
AT&T agreed to forgive approximately $10.3 million of previously billed minimum-commitment charges in excess of actual usage. This forgiveness will reduce accounts payable by about $10.3 million and create a corresponding gain of roughly $8.5 million in Q2 2026, reversing expenses previously reported for the three months ended March 31, 2026 and improving net income and stockholders’ equity.
SurgePays, Inc. reported results of its annual stockholder meeting held on June 16, 2026. Stockholders representing 17,275,798 shares, about 68.8% of the 25,121,895 voting shares outstanding as of May 5, 2026, were present or voted, establishing a quorum.
All four director nominees were re-elected, each receiving over 9.8 million votes in favor. Stockholders also ratified TAAD, LLP as independent registered public accounting firm for the year ending December 31, 2026, with 15,872,799 votes for. In addition, stockholders approved securities purchase agreements with institutional investors entered into in 2025 and 2026, including the issuance of common stock equal to 20% or more of the company’s common stock, with 10,076,231 votes for and 1,127,018 against.
SurgePays, Inc. entered into a new secured note purchase agreement with an investor, under which it issued a $500,000 promissory note as of June 16, 2026. The note carries 14.5% annual interest, matures in 24 months, and requires quarterly repayments of $125,000 starting one year after issuance.
The note is convertible in five 20% tranches at increasing share prices of $2.00, $4.00, $6.00, $8.00, and $10.00. This financing is part of a broader Belleau Wood Capital–led series of notes, bringing total original principal under the series to $2,650,000. The note was issued as an unregistered security under Section 4(a)(2) of the Securities Act of 1933.
SurgePays, Inc. director David Allen May reported open-market purchases of 40,250 shares of common stock at $0.5255 per share. These buys were executed over three days as part of a single limit order entered on June 3, 2026.
Following the latest purchase, he directly holds 156,626 common shares. A footnote explains that this does not include additional common stock deemed beneficially owned, including 41,750 shares held by XIV LLC, 15,000 shares from prior restricted share awards, and 12,295 shares held by his spouse.
Cox Kevin Brian reported acquisition or exercise transactions in this Form 4 filing.
SurgePays, Inc. granted CEO and Chairman Kevin Brian Cox 500,000 shares of common stock on June 1, 2026 as an equity award under his amended employment agreement and the company’s 2022 Omnibus Securities and Incentive Plan. This was a compensation grant at no stated purchase price, not an open-market transaction.
After the award, Mr. Cox directly held 1,800,000 shares of common stock. He is also deemed to beneficially own additional shares held through related entities, including a marital trust and family investment LLCs, which together represent several million more shares.
SurgePays, Inc. reported sharply higher revenue but deeper losses for the quarter ended March 31, 2026. Revenue rose to $15.98 million from $10.58 million a year earlier, driven mainly by point-of-sale and prepaid services, but cost of revenues of $23.68 million produced a large operating loss.
Net loss available to common stockholders widened to $12.05 million (loss of $0.51 per share) from $7.64 million (loss of $0.38 per share). Operating cash outflow was $4.55 million. At March 31, 2026, cash was $1.99 million, with a working capital deficit of $21.83 million, accumulated deficit of $109.04 million, and stockholders’ deficit of $23.87 million, while total liabilities reached $33.37 million.
Management concluded these conditions create substantial doubt about the Company’s ability to continue as a going concern over the next 12 months and is pursuing growth initiatives and additional financing, including a $20 million convertible secured note program. The Company also received Nasdaq notices in March 2026 for falling below the $35 million market value of listed securities requirement and the $1.00 minimum bid price, with 180-day cure periods.
SurgePays, Inc. reported first quarter 2026 results with revenue of approximately $16.0 million, up 51% year-over-year from about $10.6 million. Growth was driven by roughly 71% higher point-of-sale and prepaid services, while general and administrative expenses fell about 25% to $3.5 million, showing cost controls taking effect.
Despite this growth, the company recorded a loss from operations of approximately $11.2 million and a net loss available to common stockholders of about $12.1 million, or $0.51 per share. Cash and cash equivalents were around $2.0 million at March 31, 2026, with total liabilities of about $33.4 million and a stockholders’ deficit of roughly $23.9 million.
Operationally, total wireless subscriber lines across LinkUp Mobile and Torch Wireless surpassed 200,000, and the retail footprint reached more than 9,000 convenience stores. SurgePays highlighted an in-house customer acquisition engine that reduced cost per lead by about 28% and cost per enrollment by about 48%, plus new monetization layers such as a stored value and loyalty platform, managed marketing services, and initial wholesale contracts on its HERO Wireless platform.
SurgePays, Inc. notified the SEC that it could not timely file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 due to delays completing financial statements and the independent auditor's review. The registrant anticipates filing the Quarterly Report no later than the fifth calendar day following the prescribed filing date.
SurgePays, Inc. is asking stockholders to approve key items at its 2026 virtual annual meeting on June 16, 2026. Holders of 25,121,895 common shares as of May 5, 2026 can vote.
Investors are being asked to re-elect four directors, ratify TAAD, LLP as auditor for 2026 (including any successor after a potential reorganization), and approve securities purchase agreements entered in 2025–2026 that contemplate issuing common shares equal to 20% or more of existing stock.
SurgePays, Inc. is soliciting proxies for its 2026 virtual Annual Meeting to be held June 16, 2026 at 12:00 p.m. Pacific Time. Stockholders of record on May 5, 2026 may vote on (1) re-election of four director nominees, (2) ratification of TAAD, LLP as auditor, and (3) approval of securities purchase agreements that contemplate issuance of common stock equal to 20% or more of outstanding shares. The Board unanimously recommends votes "FOR" all named proposals. There were 25,121,895 shares of common stock outstanding as of the record date.