STOCK TITAN

SurgePays (NASDAQ: SURG) posts 51% Q1 growth but wider net loss

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

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.

Positive

  • None.

Negative

  • None.

Insights

Strong top-line growth and better cash use, but losses and leverage remain significant.

SurgePays delivered about $16.0 million in Q1 2026 revenue, up 51% year-over-year, mainly from a 71% increase in point-of-sale and prepaid services. General and administrative expenses fell by roughly 25% to $3.5 million, reflecting prior cost-discipline efforts.

However, loss from operations widened to roughly $11.2 million, and net loss available to common stockholders reached about $12.1 million with a basic and diluted loss per share of $0.51. The balance sheet shows total liabilities of approximately $33.4 million against total assets of about $9.5 million, resulting in a stockholders’ deficit near $23.9 million.

Net cash used in operating activities improved to about $4.6 million from $7.0 million a year earlier, while cash, cash equivalents, and restricted cash totaled around $2.4 million at quarter end. The company reported more than 200,000 wireless subscriber lines and a retail footprint exceeding 9,000 locations, plus new wholesale distribution and Alpha Modus agreements, so future filings will show how these initiatives affect revenue mix and profitability.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Revenue $15.98M Three months ended March 31, 2026; up 51% YoY from $10.58M
Point-of-sale and prepaid services growth ≈71% Year-over-year increase driving Q1 2026 revenue
General and administrative expenses $3.50M Q1 2026; down ≈25% from $4.64M prior-year quarter
Loss from operations $11.20M Q1 2026 vs. $7.58M in Q1 2025
Net loss per share $0.51 Q1 2026 basic and diluted loss per share
Cash and cash equivalents $1.99M Balance at March 31, 2026
Total liabilities $33.37M As of March 31, 2026
Total wireless subscriber lines 200,000+ Across LinkUp Mobile and Torch Wireless during Q1 2026
mobile virtual network operator financial
"SurgePays, Inc. (NASDAQ: SURG), a fintech and mobile virtual network operator serving the approximately 138 million subprime consumers"
A mobile virtual network operator is a company that sells phone and data plans to customers but does not own the wireless towers or spectrum; it rents capacity from a larger network operator and packages service under its own brand, like a cafe operating inside a shared kitchen. Investors care because this model can cut upfront costs and allow fast growth, but profits and customer experience depend heavily on wholesale deals, pricing power and regulatory rules.
ProgramBenefits.com financial
"continued to scale ProgramBenefits.com as a unified intake and decisioning platform and as a monetization layer for the subscriber base"
master agent agreements financial
"three Master Agent agreements covering an aggregate of more than 3,000 retail locations under contract"
derivative liabilities financial
"Change in fair value of derivative liabilities | | | 30,241"
Derivative liabilities are obligations a company records when it owes money under financial contracts whose value depends on something else, like interest rates, stock prices, or currencies. Think of them as bets or insurance policies that can create future cash payments; they matter to investors because they can cause sudden changes in a company’s reported debt, profits and cash flow and reveal exposure to market risks that could affect valuation.
stockholders’ deficit financial
"Stockholders’ equity (deficit) | | | (23,812,673 | )"
Stockholders’ deficit is the situation where a company’s total liabilities exceed its total assets, so the book value attributed to shareholders is negative. Think of it like a household with more outstanding debts than the value of its house and possessions—this can signal past losses or aggressive payouts and raises the risk that shareholders may be wiped out, diluted, or face difficulty when the company needs new financing. Investors watch it as a warning about solvency and long‑term financial health.
Commercial Integration and Distribution Agreement financial
"entered into a multiyear Commercial Integration and Distribution Agreement with Alpha Modus Holdings, Inc."
Revenue $15.98M +51% YoY
Loss from operations $11.20M vs. $7.58M prior-year quarter
Net loss $12.05M vs. $7.64M prior-year quarter
Net loss per share $0.51 vs. $0.38 prior-year quarter
Operating cash use $4.55M improved from $6.96M prior-year quarter
false 0001392694 0001392694 2026-05-15 2026-05-15 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): May 15, 2026

 

SURGEPAYS, INC.

(Exact name of registrant as specified in its charter)

 

Nevada   001-40992   98-0550352

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

3124 Brother Blvd., Suite 104

Bartlett, TN 38133

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (901) 302-9587

 

 

 

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock   SURG   The Nasdaq Stock Market, LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 
 

 

Item 2.02. Results of Operations and Financial Condition.

 

On May 15, 2026, SurgePays, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2026, and the Company held a conference call to discuss the financial results. A copy of the press release is furnished as Exhibit 99.1 to this report, and a transcript of the conference call is furnished as Exhibit 99.2 to the report.

 

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibits 99.1 and 99.2, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits

 

99.1   Press Release, dated May 15, 2026, issued by SurgePays, Inc.
99.2   Transcript of Conference Call held on May 15, 2026.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 
 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  SURGEPAYS, INC.
     
Date: May 20, 2026 By: /s/ Kevin Brian Cox
  Name: Kevin Brian Cox
  Title: Chief Executive Officer

 

 

 

Exhibit 99.1

 

 

SurgePays Reports First Quarter 2026 Revenue of Approximately $16 Million, Up 51% Year-Over-Year Driven by Point of Sale and Prepaid Services Growth of 71%

 

May 15, 2026 09:00 ET | Source: SurgePays, Inc.

 

Cost discipline initiated in 2025 drove G&A expenses down approximately 25% 

Revenue growth was led by point of sale and prepaid services 

Total wireless subscriber lines surpassed 200,000 across LinkUp Mobile and Torch Wireless

 

BARTLETT, Tenn., May 15, 2026 (GLOBE NEWSWIRE) — SurgePays, Inc. (NASDAQ: SURG), a fintech and mobile virtual network operator serving the approximately 138 million subprime consumers in the United States, today reported its financial results for the quarter ended March 31, 2026.

 

“The first quarter of 2026 is the quarter where the diversification work of the last twelve months becomes visible in the numbers,” said Brian Cox, Chief Executive Officer of SurgePays. “Revenue grew approximately 51% year-over-year, driven by an approximately 71% increase in point of sale and prepaid services. Additionally, the cost discipline we set in motion in 2025 reached our G&A line, which declined approximately 25% year-over-year.”

 

First Quarter and Subsequent Operational Highlights

 

Wireless Subscriber Growth

 

  Total wireless subscriber lines surpassed 200,000 across the Company’s LinkUp Mobile and Torch Wireless brands, reflecting continued momentum in the prepaid wireless business.
     
  Initiated a buy one get one promotional campaign to drive subscriber growth and increase market penetration.

 

Customer Acquisition Engine

 

  Reduced cost per lead in the Company’s subscriber acquisition channel by approximately 28%, with cost-per-enrollment down approximately 48% and lead-to-enrollment conversion up approximately 39%, following the transition of subscriber acquisition to an in-house growth marketing team.
     
  Continued to scale ProgramBenefits.com as a unified intake and decisioning platform and as a monetization layer for the subscriber base, with internal upsell, top-up cross-sell, affiliate offers, and data partnership initiatives now contributing revenue that partially offsets acquisition cost.

 

Wholesale Distribution Expansion

 

  Closed six new wholesale distribution partners during the period, consisting of three Master Agent agreements covering an aggregate of more than 3,000 retail locations under contract and three independent sales organization agreements, with onboarding underway and initial volume contribution expected during the second quarter of 2026.
     
  The independent sales organization additions are expected to lift monthly prepaid top-up volume on the Company’s distribution platform by approximately 30% once fully integrated, with the Master Agent locations contributing incremental LinkUp Mobile activation volume as stores come online.

 

Retail Infrastructure Monetization

 

  Launched a fully integrated stored value and loyalty platform, enabling merchants to offer branded gift cards, store credit, and loyalty programs through the SurgePays point of sale system.
     
  Deployed the Company’s Managed Marketing Services platform, enabling third party brand messaging through the SurgePays point of sale network and introducing an additional monetization layer.

 

 
 

 

Strategic Partnerships and Platform

 

  Continued to advance the previously announced strategic relationship with Alpha Modus Holdings, Inc. (NASDAQ: AMOD), originally entered into under a Letter of Intent, via ongoing negotiations throughout the quarter toward a definitive multiyear commercial integration framework.
     
  Executed signed wholesale contracts with multiple MVNO and MVNE customers on the HERO Wireless platform, with counterparties at various stages of technical integration through API connectivity and one customer having taken delivery of custom SIM cards in advance of launch. The Company expects initial customer rollouts on the HERO platform during the second quarter of 2026, with wholesale wireless revenue contribution anticipated to be reflected in third quarter 2026 results.
     
  Advanced a real time AI decisioning platform built on ProgramBenefits.com and the Company’s nationwide retail network, designed to expand each customer interaction into a multi-product revenue opportunity across wireless, financial services, and other essential offerings.

 

First Quarter 2026 Financial Highlights

 

  Revenue of approximately $16.0 million, up 51% year-over-year from approximately $10.6 million in the prior year period, driven primarily by an approximately 71% increase in point of sale and prepaid services.
     
  General and administrative expenses declined approximately 25% to approximately $3.5 million, compared to approximately $4.6 million in the prior year period, reflecting the cost discipline initiated in 2025.
     
  Net cash used in operating activities improved to approximately $4.6 million, compared to approximately $7.0 million in the prior year period.
     
  Loss from operations totaled approximately $11.2 million, compared to approximately $7.6 million in the prior year period, primarily reflecting increased interest expense and non-cash items.
     
  Net loss available to common stockholders totaled approximately $12.1 million, compared to approximately $7.6 million in the prior year period.
     
  Cash and cash equivalents were approximately $2.0 million at March 31, 2026. Total cash, cash equivalents and restricted cash were approximately $2.4 million at quarter end.

 

Subsequent Events

 

On May 1, 2026, subsequent to quarter end, the Company entered into a multiyear Commercial Integration and Distribution Agreement with Alpha Modus Holdings, Inc. (NASDAQ: AMOD). On May 12, 2026, the Company and Alpha Modus announced the launch of a 25,000 Activation Pilot to integrate the Alpha Cash mobile wallet across the SurgePays distribution surface, as previously announced.

 

“Today, SurgePays operates with multiple revenue channels. Total wireless subscriber lines across LinkUp Mobile and Torch Wireless surpassed 200,000, alongside our wholesale wireless platform relationships and our point-of-sale fintech and data platforms,” Mr. Cox continued. “With an established retail footprint of more than 9,000 locations, a customer acquisition engine through ProgramBenefits.com, additional monetization initiatives such as our Managed Marketing Services platform and our newly launched stored value and loyalty platform, and the multiyear Commercial Integration and Distribution Agreement we entered into with Alpha Modus subsequent to quarter end, we are positioned to monetize each consumer relationship across multiple revenue streams rather than just one. That is the compounding model, and Q1 is the first quarter where you can see it forming.”

 

First Quarter 2026 Financial Results Conference Call

 

Date: Friday, May 15, 2026

Time: 11:00 a.m. Eastern Time

Dial in: 1 888 506 0062

Access code: 276693

Webcast: ir.surgepays.com/company events

 

A replay will be available on the SurgePays investor relations website following the call.

 

 
 

 

About SurgePays, Inc.

 

SurgePays, Inc. (NASDAQ: SURG) is a fintech and mobile virtual network operator (MVNO) that delivers prepaid wireless and financial products to the approximately 138 million subprime consumers in the United States. Through its proprietary point-of-sale platform deployed across approximately 9,000 convenience stores and a growing Retail Media Network, SurgePays enables retailers to offer wireless activations, top-ups, and consumer financial services. The Company’s subsidiaries include LinkUp Mobile, Torch Wireless, the HERO mobile virtual network enabler (MVNE) platform, and the ProgramBenefits.com platform, which is being built to incorporate AI-driven decisioning across the financial and benefit products it offers. SurgePays is headquartered in Bartlett, TN. Learn more at www.surgepays.com and ir.surgepays.com.

 

Cautionary Note Regarding Forward Looking Statements

 

This press release includes express or implied statements that are not historical facts and are considered forward looking within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and within the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve substantial risks and uncertainties and generally relate to future events or the Company’s future financial or operating performance. These statements may include projections, guidance, or other estimates regarding revenue, cash flow, business growth, market expansion, or customer acquisition, and statements regarding subscriber growth, distribution expansion, and operating scale. In some cases, you can identify forward looking statements by words such as may, will, could, would, should, expect, intend, plan, anticipate, believe, estimate, predict, project, potential, continue, or similar terminology. Although the Company believes the expectations reflected in these forward-looking statements are reasonable, they involve known and unknown risks and uncertainties that may cause actual results to differ materially from those described in the forward-looking statements. These risks include, but are not limited to, the Company’s ability to scale its prepaid wireless business, maintain retail distribution relationships, expand its merchant platform, and achieve anticipated subscriber growth. Additional information regarding these and other risks can be found in the Company’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. The forward-looking statements in this press release speak only as of the date they are made, and the Company undertakes no obligation to update them except as required by law.

 

Investor Relations Contact

 

Valter Pinto, Managing Director

KCSA Strategic Communications

SurgePays@KCSA.com | 212.896.1254

 

 

 

 

SurgePays, Inc. and Subsidiaries, Consolidated Balance Sheets

 

(In US$)  March 31, 2026   December 31, 2025 
Assets        
Current Assets          
Cash and cash equivalents  $1,991,166   $1,731,400 
Restricted cash, accounts receivable factoring facility   424,995    281,811 
Accounts receivable, net   5,041,837    4,045,162 
Inventory   339,570    339,570 
Prepaids and other   410,742    581,823 
Total Current Assets   8,208,310    6,979,766 
Property and equipment, net   376,678    403,517 
Other Assets          
Intangibles, net   655,776    819,153 
Operating lease right of use asset, net   260,694    313,410 
Total Other Assets   916,470    1,132,563 
Total Assets  $9,501,458   $8,515,846 
Liabilities and Stockholders’ Deficit          
Current Liabilities          
Accounts payable and accrued expenses  $17,514,013   $10,219,011 
Accounts payable and accrued expenses, related party   159,135    117,546 
Operating lease liability   226,225    219,997 
Notes payable   2,483,335    1,834,008 
Note payable, related party   1,730,796    2,730,796 
Convertible notes payable, net   3,667,956    3,068,878 
Derivative liabilities   184,983     
Total Current Liabilities   25,966,443    18,190,236 
Long Term Liabilities          
Notes payable, SBA government   455,919    458,334 
Operating lease liability   40,093    99,235 
Convertible notes payable, net   6,906,971    5,170,860 
Total Long Term Liabilities   7,402,983    5,728,429 
Total Liabilities   33,369,426    23,918,665 
Stockholders’ Deficit          
Common stock, $0.001 par value   24,890    21,852 
Additional paid in capital   86,829,583    83,246,736 
Treasury stock at cost   (1,631,966)   (1,631,966)
Accumulated deficit   (109,035,180)   (96,984,297)
Stockholders’ equity (deficit)   (23,812,673)   (15,347,675)
Non controlling interest   (55,295)   (55,144)
Total Stockholders’ Deficit   (23,867,968)   (15,402,819)
Total Liabilities and Stockholders’ Deficit  $9,501,458   $8,515,846 

 

 

 

 

SurgePays, Inc. and Subsidiaries, Consolidated Statements of Operations (Unaudited)

 

(In US$)  Three Months Ended
March 31, 2026
   Three Months Ended
March 31, 2025
 
Revenues  $15,983,983   $10,577,429 
Costs and expenses          
Cost of revenues   23,681,432    13,519,775 
General and administrative expenses   3,501,918    4,637,556 
Total costs and expenses   27,183,350    18,157,331 
Loss from operations   (11,199,367)   (7,579,902)
Other income (expense)          
Interest expense (including amortization of debt discount)   (881,908)   (119,434)
Other income       7,140 
Interest income       56,903 
Change in fair value of derivative liabilities   30,241     
Total other income (expense), net   (851,667)   (55,391)
Net loss before provision for income taxes   (12,051,034)   (7,635,293)
Provision for income tax benefit (expense)        
Net loss including non controlling interest   (12,051,034)   (7,635,293)
Non controlling interest   (151)   (209)
Net loss available to common stockholders  $(12,050,883)  $(7,635,084)
Loss per share, basic and diluted  $(0.51)  $(0.38)
Weighted average shares outstanding, basic and diluted   23,703,775    20,068,929 

 

SurgePays, Inc. and Subsidiaries, Consolidated Statements of Cash Flows (Unaudited)

 

(In US$)  Three Months Ended
March 31, 2026
   Three Months Ended
March 31, 2025
 
Net cash used in operating activities  $(4,550,799)  $(6,963,484)
Net cash used in investing activities       (18,590)
Net cash provided by (used in) financing activities   4,953,749    (410,545)
Net increase (decrease) in cash, cash equivalents and restricted cash   402,950    (7,392,619)
Cash, cash equivalents and restricted cash, beginning of period   2,013,211    12,790,389 
Cash, cash equivalents and restricted cash, end of period  $2,416,161   $5,397,770 
Cash and cash equivalents  $1,991,166   $1,731,400 
Restricted cash, accounts receivable factoring facility   424,995    281,811 
Cash paid for interest  $38,472   $908,760 

 

 

 

Exhibit 99.2

 

SurgePays, Inc. (SURG) Q1 2026 Earnings Call May 15, 2026 11:00 AM EDT

 

Company Participants

 

Kevin Cox - CEO & Director

Chelsea Pullano - Interim Chief Financial Officer

 

Conference Call Participants

 

Valter Pinto - Kanan, Corbin, Schupak & Aronow, Inc.

Edward Woo - Ascendiant Capital Markets LLC, Research Division

 

Presentation

 

Operator

 

Good morning, welcome to the SurgePays Incorporated’s first quarter 2026 financial results conference call. At this time, all participants are on a listen-only mode, and a question and answer session will follow management’s prepared remarks. Please note, this event is being recorded. I would now like to turn the conference over to Valter Pinto with KCSA Strategic Communications. Valter, please go ahead.

 

Valter Pinto

 

Managing Director, KCSA Strategic Communications

 

Thank you, operator. Good morning, everyone. Welcome to the SurgePays first quarter 2026 financial results conference call. Joining me on the call today are Brian Cox, Chief Executive Officer, and Chelsea Pullano, Interim Chief Financial Officer. Before we begin, I’d like to remind everyone that statements made on this call that are not historical facts may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied. Additional information about these risks is included in the company’s filings with the Securities and Exchange Commission, including its annual report on Form 10-K and subsequent quarterly reports on Form 10-Q. The company undertakes no obligation to update these statements except as required by law.

 

With that, I’d like to now turn the call over to Brian Cox. Brian, please go ahead.

 

Brian Cox

 

CEO, SurgePays

 

Thank you, Valter, good morning, everyone. Thank you for joining us today. The first quarter of 2026 is the quarter where diversification work of the last 12 months becomes visible in the numbers. Revenue grew approximately 51% year-over-year to $16 million, driven by an approximately 71% increase in point-of-sale and prepaid services. At the same time, the cost discipline we set in motion in 2025 reached our general and administrative expense line, which declined approximately 25% year-over-year. Today, SurgePays operates with multiple revenue channels working in parallel. Total wireless subscriber lines across our LinkUp Mobile and Torch Wireless brands surpassed 200,000 subscribers during the quarter. Our point-of-sale platform continues to scale across a retail footprint of more than 9,000 convenience store locations nationwide.

 

We have added new monetization channels on top of that footprint, including a stored value and loyalty program and a managed marketing services platform for the in-store media network we launched during the quarter. We have rebuilt the top of our acquisition funnel through ProgramBenefits.com, which is now serving as both a unified intake and decisioning platform and a monetization layer for the subscribers it brings in. The way to think about this business is straightforward. Every consumer SurgePays acquires can now be paired with additional financial and benefit products distributed through the same platform. That is the compounding model we designed. Q1 is the first quarter where you can see it forming in the financials, and we’re going to walk you through each one of the operating pieces that drove that.

 

 

 

 

There are five operating themes that define the first quarter and that frame how we expect the rest of the year to unfold. First, wireless subscriber growth. Total wireless subscriber lines across our LinkUp Mobile and Torch Wireless brands surpassed 200,000 during this quarter. That’s a milestone the team has worked toward for several quarters, and it reflects the operational work we have done to scale the prepaid wireless business in-house. To press that momentum further, we initiated a buy one, get one promotional campaign in our prepaid wireless business designed to drive subscriber growth and increase market penetration across our retail and digital channels. Second, the customer acquisition engine. This is one of the most important shifts inside the company, and I want to spend a minute on it. During the first quarter, we transitioned subscriber acquisition to our in-house growth marketing team.

 

For the past five years, this has been outsourced to third-party ad agencies. Since that transition, we have reduced cost per lead by approximately 28%, cost per enrollment is down approximately 48%, and our lead -to-enrollment conversion rate is up approximately 39%. We are paying less to acquire each new customer. Fewer of those leads fall out of the funnel, and the customers we bring on cost materially less than they did one quarter ago. Our marketing team is winning. That is a structural improvement in unit economics that’s impactful now, but even more so as we ramp up our sales push. On top of that engine, we have continued to scale ProgramBenefits.com as both a unified intake and decisioning platform and as a monetization layer for the subscriber base.

 

Internal upsells, top-up cross-sell, affiliate offers, and data partnership initiatives are now generating revenue against those subscribers. This partially offsets the acquisition costs. In other words, the funnel is starting to pay for itself, and our end-of-year goal is to continue improving this funnel, so we effectively eliminate our cost to acquire customers entirely. Third, wholesale distribution expansion. During the period, we closed six new wholesale distribution partners, including three master agent agreements covering an aggregate of more than 3,000 retail locations under contract and three other independent sales organization agreements. Onboarding is underway, with initial volume contribution expected during the second quarter of 2026. The independent sales organization additions alone are expected to lift monthly prepaid top of volume on our distribution platform by approximately 30% once fully integrated. We have spent years building this retail infrastructure. Once the infrastructure has been built, it’s simple math.

 

With retail channel side execution and more locations offering LinkUp, incremental sales volume increases continually and in proportion. Fourth, retail infrastructure monetization. We launched a fully integrated stored value and loyalty program enabling merchants to offer branded gift cards, store credit, and loyalty programs through the SurgePays point-of-sale system. We also deployed our managed marketing services platform, which converts standard smart TVs mounted in the store into a media network we control for both our products and third-party ads. Both of these are revenue streams that did not exist a year ago and are now being layered onto our same retail footprint. Fifth, strategic partnerships and platform. We continued to advance our previously announced strategic relationship with Alpha Modus Holdings.

 

As we disclosed in the press release, that framework was executed subsequent to the quarter end on May 1st, and the joint pilot launch was announced on May 12th. Also during the period, we executed signed wholesale contracts with multiple MVNO and MVNE customers on our HERO Wireless platform. Counterparties are at various stages of technical integration through API connectivity, and one customer has already taken delivery of custom SIM cards in advance of their launch. We expect initial customer rollouts on the HERO platform during the second quarter of 2026, with wholesale wireless revenue contribution anticipated to be reflected in the third quarter 2026 results. Finally, we advanced a real-time AI decisioning platform built on ProgramBenefits.com and our nationwide retail network designed to expand each customer interaction into a multi-product revenue opportunity across wireless, financial services, and other essential offerings.

 

This is the connective tissue between the acquisition engine, the retail platform, and the wholesale relationships I just described. With that as the operating backdrop, let me turn the call over to Chelsea Pullano, our Interim Chief Financial Officer, to walk through the first quarter financial results in more detail. Chelsea.

 

 

 

 

Chelsea Pullano

 

Interim CFO, SurgePays

 

Thank you, Brian, and good morning, everyone. Turning to our first quarter 2026 financial results. Revenue for the three months ended March 31st, 2026 was $16 million compared to $10.6 million in the prior year period, an increase of approximately 51% year-over-year. The growth was driven primarily by an approximately 71% increase in our point-of-sale and prepaid services. General and administrative expenses were approximately $3.5 million in the first quarter compared to approximately $4.6 million in the prior year period, a decrease of approximately 25%. This decline reflects the cost discipline we initiated in 2025 and which is now visible in the reported results. Loss from operations was approximately $11.2 million in the first quarter compared to approximately $7.6 million in the prior year period.

 

This change primarily reflects the mix of revenue growth against the current cost of revenue, along with increased interest expense and non-cash items. Interest expense, including amortization of debt discount, was approximately $0.9 million in the first quarter compared to approximately $0.1 million in the prior year period, reflecting the financing activity executed across the second half of 2025 and into 2026. Net loss available to common stockholders for the first quarter was approximately $12.1 million or $0.51 per basic and diluted share, compared to approximately $7.6 million or $0.38 per share in the prior year period. Turning to cash flow. Net cash used in operating activities improved to approximately $4.6 million in the first quarter compared to approximately $7.0 million in the prior year period.

 

Net cash provided by financing activities was approximately $5 million. Net change in cash equivalents and restricted cash was a + $0.4 million for the quarter. On the balance sheet, cash and cash equivalents were approximately $2 million at March 31st, 2026, and total cash equivalents and restricted cash were approximately $2.4 million at quarter end. With that, I will turn the call back over to Brian for closing remarks.

 

Brian Cox

 

CEO, SurgePays

 

Thank you, Chelsea. Let me close with how I am thinking about the rest of the year. We expect continued revenue growth driven by our point of sale and prepaid services, supported by the buy one get one wireless campaign and the wholesale distribution channel I described earlier. The six new distribution partners we signed during the quarter, the three major, excuse me, master agents and three independent sales organizations are onboarding now, with initial volume contribution expected in the second quarter and ramping through the back half of the year as the master agent locations come online. We expect ongoing benefit on the general and administrative line from cost discipline framework that we put in place in 2025, with G&A continuing to scale at a slower rate than revenue. We expect the customer acquisition engine to keep compounding.

 

The approximately 28% cost per lead reduction, approximately 48% cost per enrollment induction, and approximately 39% conversion lift we delivered in the first quarter were not a one-time campaign. Those metrics reflect a permanent operational change in how we acquire and convert customers. As ProgramBenefits.com matures as both an intake platform and a monetization layer, we expect that engine to keep paying down its own acquisition costs. We expect our new monetization layers, including the stored value and loyalty platform and the managed marketing services platform, to contribute incremental revenue streams as they mature through the balance of the year. On the wholesale side, the HERO Wireless customer rollouts we have under contract are expected to begin during the second quarter, with wholesale wireless revenue contribution anticipated to be reflected in third quarter 2026 results.

 

The Alpha Modus joint pilot is underway with integration for full market launch. SurgePays today is no longer a single product story. We are a fintech and mobile virtual network operator with multiple revenue channels, more than 200,000 wireless subscriber lines, a retail footprint of more than 9,000 convenience store locations, a customer acquisition engine that we own and operate in-house, signed wholesale wireless contracts on the HERO program, and a multi-year commercial integration framework with Alpha Modus. Every consumer we acquire is now a multi-product opportunity rather than a single product transaction. That is the model we have built. Q1 2026 is the first quarter where you can see it taking shape, and the operating work we did during the quarter is what makes the rest of the year actionable. Operator, we are now ready to open the call for questions.

 

 

 

 

Operator

 

Thank you. Ladies and gentlemen, we will now begin the question and answer session. To ask a question, please press star then one on your telephone keypad. If you would like to withdraw your question, please press star then two. We will pause momentarily to assemble our roster. Thank you. Our first question is coming from Ed Woo with Ascendiant Capital. Ed, your line is live.

 

Ed Woo

 

Analyst, Ascendiant Capital

 

Yeah. Congratulations on the progress and for taking my question. Congratulations on getting to the 200,000 subscribers. What do you think the long-term subscriber target is? You know, what is the market potential, and how happy would you be to reach a certain level?

 

Brian Cox

 

CEO, SurgePays

 

Hey, thanks for the question, Ed. That’s a loaded question because unfortunately, with the psychotic entrepreneurial mindset that most of the folks on our team have since we did come from this industry before the public company world, you know, the number is always more. That is one thing. As far as, you know, being happy and content are two different things. I think we’ll be happy once we’ve surpassed the 1 million subscriber mark. I think that’s just a subscriber mark that sets us apart and puts us in a special class that we’ve been shooting for. We’ve worked with companies in that in that arena. As you know, we have the third-party top-up platform.

 

We’re familiar with those companies, familiar with the management of those companies, and believe that we are as good as those companies and can pull that off, especially considering that, you know, we’re not just looking for subscribers under one prepaid brand or under one subsidized brand. The fact that we can bring the wholesale piece as well, I think that you’re gonna be pretty intrigued to see the numbers we can put up. One of the decisions we’ve made, you know, we learned last year that revenue for the sake of revenue isn’t necessarily what the market’s looking for. Sometimes we’ve, you know, tried to do things to please the market instead of sticking to our business plan.

 

You know, that’s just part of, I guess, the wisdom of running a company and balancing the business of doing business versus the public side of the business. I think what you’re gonna see is the fact that we pulled back and we said, “Hey, you know what? Instead of just scaling for the sake of scaling, let’s reduce our costs, if not eliminate the cost to acquire customer. Let’s do all this work now. Let’s effectively increase our margins. Let’s get this going to a point where we could scale. When we do scale, we’ll get exponentially that much more customers where we can rinse and repeat with the profit from those customers and get that 1 million number faster.” From an internal standpoint, Ed, 1 million is our number, and that would fall under the LinkUp and Torch Wireless brands.

 

We definitely wanna push far beyond that. We see what’s out there, we see the opportunities. Interestingly enough, with the subprime market continuing to grow, you know, it’s $138 million, you know, as of a brief that we’ve got on file last year. You know, we feel like we can definitely go after a number that far exceeds that $1 million.

 

 

 

 

Ed Woo

 

Analyst, Ascendiant Capital

 

Great. Going back to, you know, you mentioned about the subprime market seems to be, you know, growing, you know, in this K-shaped economy. What are you hearing from, you know, the convenience store owners or the, you know, people that do business with them? Are they able to benefit from, you know, I hate to say it, but the poor expanding or are people, you know, just being hurt all over?

 

Brian Cox

 

CEO, SurgePays

 

Let me take a step back and let me use some of my. You know, we’ve been working inside the prepaid and subsidized market for over 20 years. Our best runs as a collection of former operators that are now working under one banner, our best runs as companies, as entrepreneurs, have always been at times when it’s been most difficult financially. I think that’s for two reasons. Number one, if you provide a service that offers a value, then in a situation where there’s too much month, not enough check, I think that’s where you can, you know, you can box out and gain ground.

 

Number two, in that same situation where it’s too much month, not enough check, I think people stop going through the motions of the ruts in the road of their daily life, and they open their eyes a little bit wider for opportunities to save money. You know, for example, you may have someone wait in line for 20 minutes to save $0.10 on gas. Well, I mean, instead of just paying my prepaid wireless bill that I’ve done for the past year and a half without even thinking, and I’m gonna put $50 on the counter. Well, I just saw this poster.

 

I just saw you got a smart TV over there by the coffee machine that says you guys have a $30 plan that. I know that that encompasses what I use, and I can save $20 a month, and that means something to me when I’m working an hourly job. That’s where I think that the benefit comes in. Obviously, these convenience store owners, you know, the convenience stores nowadays in our the community markets that we work with, one of the reasons I love working with these people is they are the financial, the transaction nucleus of these communities. You know, they’re definitely gonna have a beat on what’s going on in the neighborhood.

 

For them to be able to offer value, look, that’s that much more money that consumer is still gonna spend inside that store, but they can buy other products as well.

 

Ed Woo

 

Analyst, Ascendiant Capital

 

Great. Well, thanks for giving me that color, and I do wish you guys good luck. Thank you.

 

Brian Cox

 

CEO, SurgePays

 

Thanks, Ed.

 

Operator

 

Thank you. Once again, ladies and gentlemen, if you do have a question, please press star one on your telephone keypad. Okay. It looks like we currently have no further questions on the lines at this time, so this will conclude our question and answer session and also our call. You may disconnect your lines at this time. Have a wonderful day, and we thank you for your participation.

 

 

 

FAQ

How did SurgePays (SURG) perform financially in Q1 2026?

SurgePays reported strong revenue growth but higher losses in Q1 2026. Revenue reached approximately $16.0 million, up 51% year-over-year, driven largely by point-of-sale and prepaid services, while loss from operations widened to about $11.2 million and net loss to roughly $12.1 million.

What drove SurgePays (SURG) revenue growth in the first quarter of 2026?

Revenue growth was primarily driven by point-of-sale and prepaid services. SurgePays reported approximately $16.0 million in revenue, a 51% year-over-year increase, mainly from an estimated 71% rise in point-of-sale and prepaid services, supported by expanding distribution and wireless subscriber growth across LinkUp Mobile and Torch Wireless.

How is SurgePays (SURG) managing costs and profitability in Q1 2026?

SurgePays reduced certain operating costs but remained unprofitable. General and administrative expenses declined about 25% to $3.5 million, and operating cash use improved to $4.6 million. However, loss from operations was approximately $11.2 million and net loss available to common stockholders about $12.1 million.

What is SurgePays (SURG) current subscriber base and retail footprint?

SurgePays has surpassed 200,000 wireless subscriber lines and expanded retail reach. Total wireless subscriber lines across LinkUp Mobile and Torch Wireless exceeded 200,000, and its proprietary point-of-sale platform is deployed in more than 9,000 convenience store locations across the United States.

What new growth initiatives did SurgePays (SURG) highlight for Q1 2026?

SurgePays emphasized new acquisition, monetization, and wholesale initiatives. The company transitioned subscriber acquisition in-house, cutting cost per lead by about 28% and cost per enrollment by 48%, launched stored value and loyalty and managed marketing services platforms, and signed wholesale contracts on its HERO Wireless platform and a multiyear Alpha Modus agreement.

What does SurgePays (SURG) liquidity and balance sheet look like after Q1 2026?

SurgePays reported limited cash and a significant stockholders’ deficit. Cash and cash equivalents were roughly $2.0 million, with total cash, cash equivalents and restricted cash about $2.4 million. Total liabilities reached approximately $33.4 million, leading to a stockholders’ deficit of around $23.9 million at March 31, 2026.

Filing Exhibits & Attachments

6 documents