SurgePays changes agent for up to $15M stock offering

After October 6, 2026, offers and sales under the agreement are made through or to Titan Partners Securities LLC.

Rhea-AI Filing Summary

SurgePays, Inc. may offer and sell shares of its common stock with an aggregate offering price of up to $15,000,000 from time to time under its at-the-market agreement. On October 6, 2026, Titan Partners Group LLC, a division of American Capital Partners, LLC, assigned all its rights, interests and obligations under the agreement to Titan Partners Securities LLC, with SurgePays’ consent. Offers and sales following that date will be made through or to Titan Partners Securities LLC.

Key Figures

ATM aggregate offering price: Up to $15,000,000 Common stock par value: $0.001 per share ATM Agreement date: August 5, 2025 +1 more

4 metrics

ATM aggregate offering price Up to $15,000,000 Common stock offered from time to time under the ATM Agreement

Common stock par value $0.001 per share SurgePays common stock

ATM Agreement date August 5, 2025 Agreement with Titan Partners Group LLC

Assignment date October 6, 2026 Titan Partners Group LLC assigned its rights, interests and obligations to Titan Partners Securities LLC

Key Terms

at the market offering agreement, aggregate offering price, sales agent and/or principal

3 terms

at the market offering agreement financial

"entered into an at the market offering agreement"

An at-the-market offering agreement is a contract that lets a company sell newly issued shares directly into the open market through a broker, at whatever price the stock is trading at that moment. For investors this matters because it can increase the number of shares available (which may dilute existing ownership) while providing a flexible, often faster way for the company to raise cash without fixing a price, similar to a vendor selling small batches at current market stalls rather than setting a single fixed price.

aggregate offering price financial

"having an aggregate offering price of up to $15,000,000"

The aggregate offering price is the total dollar amount that will be raised if all the securities in an offering are sold at the stated offering price, before fees or expenses are taken out. Investors use it to gauge the size of the fundraising and its potential effects—such as how much cash the company will get and how much existing ownership might be reduced—similar to totaling every item’s price in a shopping cart to see the full bill.

sales agent and/or principal financial

"acting as sales agent and/or principal"

Offering Details

ATM · Up to $15,000,000 in aggregate offering price

Offering

Offering Type ATM

Securities Offered Shares of common stock

Offering Amount Up to $15,000,000 in aggregate offering price

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much common stock can SurgePays (SURG) sell through its ATM?

SurgePays may offer and sell common stock with an aggregate offering price of up to $15,000,000 from time to time through or to Titan Partners Group LLC, acting as sales agent and/or principal under the ATM Agreement.

Who handles SurgePays’ (SURG) ATM sales after October 6, 2026?

Offers and sales under the agreement following October 6, 2026, will be made through or to Titan Partners Securities LLC. Titan Partners Group LLC assigned all its rights, interests and obligations under the agreement to Titan Partners Securities LLC with SurgePays’ consent.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/09/2026 - 04:31 PM EDT Accepted by SEC EDGAR 10/09/2026 - 04:30 PM EDT Learn about SEC filing dates

Filed Pursuant to Rule 424(b)(5)

Registration No. 333-273110

PROSPECTUS SUPPLEMENT

(To the Prospectus dated November 3, 2023)

This prospectus supplement updates and supplements the prospectus dated November 3, 2023, as supplemented by our prospectus supplement dated August 5, 2025, and as subsequently supplemented thereafter (the “Prospectus”), which forms a part of our registration statement on Form S-3 (No. 333-273110). This prospectus supplement is being filed to update and supplement the information in the Prospectus with the following information.

As previously disclosed in the Prospectus, we entered into an at the market offering agreement (the “ATM Agreement”), with Titan Partners Group LLC, a division of American Capital Partners, LLC (“Titan”) dated August 5, 2025, relating to the sale of shares of our common stock, par value $0.001 per share, offered by the Prospectus. In accordance with the terms of the ATM Agreement, we may offer and sell shares of our common stock having an aggregate offering price of up to $15,000,000 (the “Shares”) from time to time through or to Titan, acting as sales agent and/or principal.

On October 6, 2026, Titan assigned all of its rights, interests and obligations under the ATM Agreement to Titan Partners Securities LLC (“Titan Partners Securities”), with our consent. Offers and sales of shares under the ATM Agreement following October 6, 2026, will be made through or to Titan Partners Securities.

This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus and if there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement.

Investing in our securities involves risks that are described in the “Risk Factors” section beginning on page S-5 of the Prospectus.

Neither the U.S. Securities and Exchange Commission, nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

Titan Partners

The date of this prospectus supplement is October 9, 2026.