[8-K] SurgePays, Inc. Reports Material Event
Rhea-AI Filing Summary
SurgePays reported full-year 2025 results with about $57.0 million in revenue and a net loss of about $36.1 million as it shifted away from the Affordable Connectivity Program. Revenue fell modestly from 2024, but management highlighted Q3 growth to $18.7 million as evidence the platform can scale when capital is directed to subscriber acquisition.
Gross loss improved to about $10.6 million and general and administrative expenses decreased to about $20.1 million from $27.5 million, reflecting cost-cutting initiatives. Even so, year-end cash declined to about $1.7 million, total liabilities reached about $23.9 million, and stockholders’ equity moved to a deficit of about $15.3 million, leaving a working capital deficit and emphasizing the importance of capital discipline in 2026.
Positive
- None.
Negative
- None.
Insights
SurgePays cut costs and diversified revenue, but losses, leverage and liquidity strain remain significant.
SurgePays generated $56.96M in 2025 revenue versus $60.88M in 2024, mainly due to the end of the Affordable Connectivity Program. Gross loss improved to $10.6M, and operating loss narrowed to $30.7M, helped by cost actions and a growing prepaid and point-of-sale segment.
General and administrative expenses declined from $27.5M to $20.1M, but the company still posted a net loss of $36.1M. Year-end cash fell to $1.73M while total liabilities climbed to $23.9M, driving stockholders’ equity to a deficit of about $15.35M and creating a working capital deficit of roughly $16.2M.
Management reports current monthly cash burn of $250,000-$300,000 as of the end of Q1 2026 after further expense cuts and notes multiple revenue channels, including MVNO, LinkUp Mobile, wholesale MVNE and fintech services. The overall picture is a business showing operational progress but still facing material funding and balance sheet risk until sustained profitability or meaningful refinancing is achieved.
8-K Event Classification
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of principal executive offices, including zip code)
Registrant’s
telephone number, including area code:
(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 | ||
| The
|
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 April 14, 2026, 2025, SurgePays, Inc. (the “Company”) issued a press release announcing its financial results for the year ended December 31, 2025, 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 April 14, 2026, issued by SurgePays, Inc. | |
| 99.2 | Transcript of Conference Call held on April 14, 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: April 16, 2026 | By: | /s/ Kevin Brian Cox |
| Name: | Kevin Brian Cox | |
| Title: | Chief Executive Officer | |
Exhibit 99.1
SurgePays Reports Full Year 2025 Results and Highlights Scalable Growth Model with Improved Cost Structure Entering 2026
Reduced Cash Burn and Expansion Across Multiple Revenue Channels Support a More Efficient Growth Model
BARTLETT, Tenn., April 14, 2026 — SurgePays, Inc. (NASDAQ: SURG) (“SurgePays” or the “Company”), a wireless and fintech technology company connecting subprime and underserved consumers to essential mobile and financial services, today reported its financial results for the year ended December 31, 2025.
Brian Cox, President and CEO of SurgePays, stated, “2025 was a year where we demonstrated the scalability of our platform and repositioned the business for more disciplined growth. We delivered steady sequential revenue growth through the first three quarters, increasing from approximately $10.6 million in Q1 to $11.5 million in Q2, and reaching $18.7 million in Q3. That third quarter demonstrated how quickly we can scale when capital is deployed into subscriber growth.”
Mr. Cox continued, “In Q3, we deployed capital into subscriber acquisition and saw a clear step-function increase in revenue. In Q4, we reduced that level of spend to prioritize capital efficiency. While revenue declined sequentially from Q3, it remained significantly higher than the fourth quarter of 2024. The key takeaway is that we have demonstrated both the ability to scale and discipline to manage that growth.”
“Equally important, we materially improved our cost structure. Total general and administrative expenses declined to approximately $20.1 million in 2025 from $27.5 million in 2024. Q4 included items that are not indicative of our current operating run rate, including legal and certain non-cash expenses. Since year end, we have taken additional actions to reduce operating expenses. Based on those actions, we estimate our current monthly cash burn at the end of the first quarter of 2026 to be approximately $250,000 to $300,000.”
Mr. Cox added, “Today, SurgePays is operating with multiple revenue channels, including government-subsidized wireless, LinkUp Mobile prepaid, wholesale MVNE relationships, and our point-of-sale fintech and data platforms. We are no longer dependent on a single program. With an established retail footprint of more than 9,000 locations, a customer acquisition engine through ProgramBenefits.com, and additional monetization initiatives such as our Managed Marketing Services platform, we are positioned to grow in a more controlled and capital efficient way.”
Full Year 2025 Operational Highlights:
| ● | Repositioned the business following the conclusion of the Affordable Connectivity Program, expanding across multiple revenue channels, including wireless, wholesale, and fintech solutions. | |
| ● | Generated $13.5 million in MVNO revenue, representing approximately 24% of total revenue for the year. | |
| ● | Completed integration with the AT&T best-in-class network, strengthening network performance and service quality. | |
| ● | Launched LinkUp Mobile nationwide, expanding prepaid wireless offerings and contributing to growth in the Point-of-Sale and Prepaid Services segment, which generated approximately $43.5 million, or approximately 76% of total revenue. | |
| ● | Continued expansion of the Company’s retail distribution network, supporting wireless activations and fintech transactions across more than 9,000 locations. | |
| ● | Advanced MVNE platform capabilities, supporting wholesale wireless enablement opportunities. | |
| ● | Launched ProgramBenefits.com, establishing a scalable digital channel for customer acquisition and monetization beyond wireless services. | |
| ● | Executed cost optimization initiatives, reducing general and administrative expenses by approximately 28% year over year. |
Subsequent Operational Highlights:
| ● | LinkUp Mobile surpassed 100,000 subscriber lines, reflecting continued momentum in the Company’s prepaid wireless business. | |
| ● | Expanded digital acquisition initiatives through ProgramBenefits.com. | |
| ● | Deployed the Company’s Managed Marketing Services platform, enabling in-store digital advertising and introducing an additional monetization layer. | |
| ● | Initiated buy-one-get-one promotional campaign to drive subscriber growth and increase market penetration. | |
| ● | Entered into a strategic partnership with Alpha Modus to expand distribution of fintech and consumer engagement solutions. | |
| ● | 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. |
Full Year 2025 Financial Highlights:
| ● | Revenue totaled approximately $57.0 million, compared to $60.9 million in 2024, reflecting the expected impact from the conclusion of the Affordable Connectivity Program in mid-2024 and the Company’s transition to a more diversified revenue model. | |
| ● | Gross loss improved to approximately $(10.6) million, compared to $(14.3) million in 2024. | |
| ● | Total general and administrative expenses declined to approximately $20.1 million, compared to $27.5 million in 2024. | |
| ● | Operating loss improved to approximately $(30.7) million, compared to $(41.8) million in 2024. |
Fourth Quarter and Full Year 2025 Financial Results Conference Call
Date: Tuesday, April 14, 2026
Time: 5:00 p.m. ET
Dial-in Number: 1-888-506-0062
Access Code: 395490
Webcast: https://ir.surgepays.com/company-events
Replay of the webcast will be available for a one year period.
About SurgePays, Inc.
SurgePays, Inc. (NASDAQ: SURG) is a wireless and fintech technology company focused on expanding access to essential mobile and financial services for subprime and underserved consumers. The Company operates a nationwide ecosystem that includes its own wireless brands and a proprietary point of sale platform inside thousands of retail locations. This infrastructure supports SIM activations, top-ups, financial transactions, and other digital services used daily by prepaid and underbanked customers.
SurgePays is building on this foundation by expanding into data driven marketing and digital partnerships that monetize verified consumer engagement and increase revenue per retail location. The Company’s strategy is to build an integrated platform that serves as the operating system for independent retailers while creating recurring revenue streams across wireless, fintech, digital marketing, and stored value programs.
Visit www.SurgePays.com for more information.
SurgePays 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 and Section 21E of the Securities Exchange Act. Forward-looking statements involve substantial risks and uncertainties and generally relate to future events or our 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 we believe 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, our ability to scale our prepaid wireless business, maintain retail distribution relationships, expand our merchant platform, and achieve anticipated subscriber growth.
Additional information regarding these and other risks can be found in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the fiscal year ended December 31, 2024. 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 Contact:
Valter Pinto
Managing Director
KCSA Strategic Communications
212.896.1254
SurgePays@KCSA.com
SurgePays, Inc. and Subsidiaries
Consolidated Balance Sheets
December 31, 2025 | December 31, 2024 | |||||||
| Assets | ||||||||
| Current Assets | ||||||||
| Cash and cash equivalents | $ | 1,731,400 | $ | 11,790,389 | ||||
| Restricted cash - line of credit reserve | 281,811 | - | ||||||
| Restricted cash - held in escrow | - | 1,000,000 | ||||||
| Accounts receivable - net | 4,045,162 | 3,000,209 | ||||||
| Inventory | 339,570 | 1,781,365 | ||||||
| Prepaids and other | 581,823 | 298,360 | ||||||
| Total Current Assets | 6,979,766 | 17,870,323 | ||||||
| Property and equipment - net | 403,517 | 591,088 | ||||||
| Other Assets | ||||||||
| Note receivable | - | 176,851 | ||||||
| Intangibles - net | 819,153 | 1,472,962 | ||||||
| Goodwill | - | 3,300,000 | ||||||
| Operating lease - right of use asset - net | 313,410 | 564,781 | ||||||
| Total Other Assets | 1,132,563 | 5,514,594 | ||||||
| Total Assets | $ | 8,515,846 | $ | 23,976,005 | ||||
| Liabilities and Stockholders’ Equity (Deficit) | ||||||||
| Current Liabilities | ||||||||
| Accounts payable and accrued expenses | $ | 10,219,011 | $ | 3,929,195 | ||||
| Accounts payable and accrued expenses - related party | 117,546 | 192,845 | ||||||
| Operating lease liability | 219,997 | 248,069 | ||||||
| Notes payable | 1,834,008 | - | ||||||
| Note payable - related party | 2,730,796 | 1,689,367 | ||||||
| Convertible notes payable - net | 3,068,878 | - | ||||||
| Total Current Liabilities | 18,190,236 | 6,059,476 | ||||||
| Long Term Liabilities | ||||||||
| Note payable - related party | - | 1,866,288 | ||||||
| Notes payable - SBA government | 458,334 | 469,396 | ||||||
| Operating lease liability | 99,235 | 319,232 | ||||||
| Convertible notes payable - net | 5,170,860 | - | ||||||
| Total Long Term Liabilities | 5,728,429 | 2,654,916 | ||||||
| Total Liabilities | 23,918,665 | 8,714,392 | ||||||
| Stockholders’ Equity (Deficit) | ||||||||
| Common stock, $0.001 par value, 500,000,000 shares authorized 21,847,927 and 20,431,549 shares issued and 21,151,974 and 20,068,929 shares outstanding, at December 31, 2025 and December 31, 2024, respectively | 21,852 | 20,435 | ||||||
| Additional paid-in capital | 83,246,736 | 76,842,878 | ||||||
| Treasury stock - at cost (695,953 and 362,620 shares, respectively) | (1,631,966 | ) | (631,967 | ) | ||||
| Accumulated deficit | (96,984,297 | ) | (60,915,427 | ) | ||||
| Stockholders’ equity (deficit) | (15,347,675 | ) | 15,315,919 | |||||
| Non-controlling interest | (55,144 | ) | (54,306 | ) | ||||
| Total SurgePays Inc. Stockholders’ Equity (Deficit) | (15,402,819 | ) | 15,261,613 | |||||
| Total Liabilities and Stockholders’ Equity (Deficit) | $ | 8,515,846 | $ | 23,976,005 | ||||
SurgePays, Inc. and Subsidiaries
Consolidated Statements of Operations
| For the Years Ended December 31, | ||||||||
| 2025 | 2024 | |||||||
| Revenues, net | $ | 56,962,920 | $ | 60,881,173 | ||||
| Costs and expenses | ||||||||
| Cost of revenues | 67,551,811 | 75,205,372 | ||||||
| General and administrative expenses | 20,071,121 | 27,458,152 | ||||||
| Total costs and expenses | 87,622,932 | 102,663,524 | ||||||
| Loss from operations | (30,660,012 | ) | (41,782,351 | ) | ||||
| Other income (expense) | ||||||||
| Interest expense (including amortization of debt discount) | (2,003,935 | ) | (554,200 | ) | ||||
| Loss on lease termination - net | - | (194,863 | ) | |||||
| Other income | 7,140 | 636,868 | ||||||
| Interest income | 63,950 | 105,395 | ||||||
| Realized gains - investments | - | 13,613 | ||||||
| Dividends, interest and other income - investments | - | 355,549 | ||||||
| Gain on investment in CenterCom | - | 33,864 | ||||||
| Impairment loss - note receivable | (176,851 | ) | - | |||||
| Impairment loss - CenterCom | - | (498,273 | ) | |||||
| Impairment loss - internal use software development costs | - | (316,594 | ) | |||||
| Impairment loss - goodwill | (3,300,000 | ) | (866,782 | ) | ||||
| Total other income (expense) - net | (5,409,696 | ) | (1,285,423 | ) | ||||
| Net income (loss) before provision for income taxes | (36,069,708 | ) | (43,067,774 | ) | ||||
| Provision for income tax benefit (expense) | - | (2,870,000 | ) | |||||
| Net income (loss) including non-controlling interest | (36,069,708 | ) | (45,937,774 | ) | ||||
| Non-controlling interest | (838 | ) | (208,550 | ) | ||||
| Net income (loss) available to common stockholders | $ | (36,068,870 | ) | $ | (45,729,224 | ) | ||
| Earnings per share - attributable to common stockholders | ||||||||
| Basic | $ | (1.80 | ) | $ | (2.39 | ) | ||
| Diluted | $ | (1.80 | ) | $ | (2.39 | ) | ||
| Weighted average number of shares outstanding - attributable to common stockholders | ||||||||
| Basic | 20,085,138 | 19,119,181 | ||||||
| Diluted | 20,085,138 | 19,119,181 | ||||||
SurgePays, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
| For the Years Ended December 31, | ||||||||
| 2025 | 2024 | |||||||
| Operating activities | ||||||||
| Net loss - including non-controlling interest | $ | (36,069,708 | ) | $ | (45,937,774 | ) | ||
| Adjustments to reconcile net loss to net cash used in operations | ||||||||
| Depreciation and amortization | 859,970 | 942,450 | ||||||
| Amortization of right-of-use assets | 251,371 | 126,970 | ||||||
| Amortization of debt discount/debt issue costs | 759,926 | - | ||||||
| Amortization of internal use software development costs | - | 222,830 | ||||||
| Impairment loss - CenterCom | - | 498,273 | ||||||
| Impairment loss - internal use software development costs | - | 316,594 | ||||||
| Impairment loss - goodwill - Clearline | 2,500,000 | 866,782 | ||||||
| Impairment loss - goodwill - Torch | 800,000 | - | ||||||
| Impairment loss - note receivable | 176,851 | - | ||||||
| Stock issued for services | 641,430 | 411,740 | ||||||
| Recognition of stock based compensation - unvested shares - related parties | 939,990 | 6,752,706 | ||||||
| Recognition of share based compensation - options | 1,149,449 | 986,244 | ||||||
| Recognition of share based compensation - options - related party | 552,286 | 622,949 | ||||||
| Realized gain in sale of investments | - | (13,613 | ) | |||||
| Interest expense adjustment - SBA loans | - | 19,750 | ||||||
| Right-of-use asset lease payment adjustment true up | - | (267,347 | ) | |||||
| Gain on equity method investment - CenterCom | - | (33,864 | ) | |||||
| Cash paid for lease termination | - | (212,175 | ) | |||||
| Loss on lease termination - net | - | 194,863 | ||||||
| Changes in operating assets and liabilities | ||||||||
| (Increase) decrease in | ||||||||
| Accounts receivable | (1,044,953 | ) | 6,535,865 | |||||
| Inventory | 1,441,795 | 7,265,229 | ||||||
| Prepaids and other | (283,463 | ) | (136,427 | ) | ||||
| Deferred income taxes - net | - | 2,835,000 | ||||||
| Increase (decrease) in | ||||||||
| Accounts payable and accrued expenses | 6,355,272 | (2,509,925 | ) | |||||
| Accounts payable and accrued expenses - related party | (75,299 | ) | (356,388 | ) | ||||
| Accrued income taxes payable | - | (570,000 | ) | |||||
| Deferred revenue | - | (20,000 | ) | |||||
| Operating lease liability | (248,069 | ) | 148,665 | |||||
| Net cash used in operating activities | (21,293,152 | ) | (21,310,603 | ) | ||||
| Investing activities | ||||||||
| Purchase of property and equipment | (18,590 | ) | (518,189 | ) | ||||
| Purchase of investments - net | - | (10,159,444 | ) | |||||
| Proceeds from sale of investments | - | 10,173,057 | ||||||
| Cash paid for acquisition of Clearline Mobile, Inc. | - | (2,500,000 | ) | |||||
| Net cash used in investing activities | (18,590 | ) | (3,004,576 | ) | ||||
| Financing activities | ||||||||
| Proceeds from stock issued for cash | 1,774,636 | 17,249,994 | ||||||
| Proceeds from exercise of common stock warrants | - | 8,799,257 | ||||||
| Cash paid as direct offering costs - common stock | (123,197 | ) | (1,395,000 | ) | ||||
| Proceeds from issuance of notes payable | 6,628,811 | - | ||||||
| Repayments of notes payable | (4,751,765 | ) | - | |||||
| Proceeds from issuance of convertible notes payable | 8,450,000 | - | ||||||
| Cash paid as direct offering costs - convertibles note payable | (608,000 | ) | - | |||||
| Repayments of loans - related party | (824,859 | ) | (1,527,899 | ) | ||||
| Repayments on notes payable - SBA government | (11,062 | ) | (10,877 | ) | ||||
| Treasury shares repurchased (share buy-backs) | - | (631,967 | ) | |||||
| Net cash provided by financing activities | 10,534,564 | 22,483,508 | ||||||
| Net decrease in cash, cash equivalents and restricted cash | (10,777,178 | ) | (1,831,671 | ) | ||||
| Cash, cash equivalents and restricted cash - beginning of year | 12,790,389 | 14,622,060 | ||||||
| Cash, cash equivalents and restricted cash - end of year | $ | 2,013,211 | $ | 12,790,389 | ||||
| Supplemental disclosure of cash flow information | ||||||||
| Cash paid for interest | $ | 245,855 | $ | 470,208 | ||||
| Cash paid for income tax | $ | - | $ | - | ||||
| Supplemental disclosure of non-cash investing and financing activities | ||||||||
| Treasury stock reacquired in connection with convertible debt financing | $ | 999,999 | $ | - | ||||
| Debt discount - convertible notes payable - original issue discount | $ | 245,000 | $ | - | ||||
| Debt discount - convertible notes payable - issuance of common stock | $ | 271,880 | $ | - | ||||
| Debt discount - convertible notes payable - issuance of warrants | $ | 1,084,927 | $ | - | ||||
| Debt discount - convertible notes payable - stated interest | $ | 215,600 | $ | - | ||||
| Debt discount - note payable - issuance of warrants | $ | 48,418 | $ | - | ||||
| Stock issued in settlement of accounts payable | $ | 65,456 | $ | - | ||||
| Reclassification of accrued interest - related party to note payable - related party | $ | - | $ | 498,991 | ||||
| Exercise of warrants - cashless | $ | - | $ | 41 | ||||
| Termination of ROU operating lease assets and liabilities | $ | - | $ | 327,139 | ||||
| Right-of-use asset obtained in exchange for new operating lease liability | $ | - | $ | 664,288 | ||||
Exhibit 99.2
Company Participants
K. Brian 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
Greetings. Welcome to the SurgePays Fourth Quarter 2025 Earnings Conference Call. [Operator Instructions] Please note, this conference is being recorded.
I will now turn the conference over to your host, Valter Pinto, Investor Relations at SurgePays. You may begin.
Valter Pinto
Kanan, Corbin, Schupak & Aronow, Inc.
Thank you, operator, and good afternoon, everyone. Welcome to the SurgePays 2025 Fourth Quarter and Full Year Financial Results Conference Call. Today’s date is April 14, 2026. And on the call today from the company are Brian Cox, President and CEO; and Chelsea Pullano, Interim Chief Financial Officer.
Before we begin, I’d like to remind everyone that this call may contain forward-looking statements as they are defined under the Private Securities Litigation Reform Act of 1995. These statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements.
For a discussion of such risks and uncertainties, please see SurgePays’ most recent filings with the SEC. All forward-looking statements made today reflect our current expectations only, and we undertake no obligation to update any statements to reflect the events that occur after this call.
Copies of today’s press release are accessible on SurgePays’ Investor Relations website, ir.surgepays.com. And SurgePays’ Form 10-K for the year ended December 31, 2025, will also be available on SurgePays’ Investor Relations website.
And now I’d like to turn the call over to President and CEO, Brian Cox.
K. Brian Cox
CEO & Director
Thank you, Valter. Good afternoon, everyone, and thank you for joining us. Today, I will walk through our 2025 performance and what we proved operationally and how that directly translates into our outlook for 2026.
For the full year 2025, we generated approximately $57 million in revenue, including $16.2 million in the fourth quarter. As you review our results, it’s important to understand the progression of the year. We saw steady growth from Q1 through Q3, with revenue increasing from approximately $10.6 million in Q1 to $11.5 million in Q2 and then reaching $18.7 million in Q3. That third quarter was an inflection point that demonstrated the scalability of our platform when capital is deployed into subscriber growth.
Q4 of 2025 is best understood in the context of what we demonstrated in Q3. In Q3, we deployed capital into subscriber acquisition and saw a clear step-function and increase in revenue. That quarter proved the scalability of our model when capital is applied.
In Q4, we made the decision to pull back on that level of spend and focus on capital discipline and efficiency. As a result, revenue in Q4 declined sequentially from Q3 but remained significantly higher than Q4 of 2024. That is the key point. We proved we can scale, and we demonstrated discipline in how we manage that growth. Just as importantly, Q4 included items that are not indicative of our current operating run rate, including legal and certain noncash expenses.
For the full year, total general and administrative expense declined to approximately $20.1 million from $27.5 million in 2024. That reduction reflects the cost actions we began taking as we exited the ACP period and repositioned the business.
At the same time, we continued to invest in the core infrastructure of the business, including our retail distribution network, our wireless platform and our digital acquisition capabilities. Today, we are not reliant on a single subsidized program. We have multiple revenue channels, including government-subsidized wireless, LinkUp Mobile prepaid, wholesale MVNE relationships and our point-of-sale fintech and data platforms. We believe that diversification fundamentally changes the quality and durability of our revenue. We are not demand constrained. We are capital disciplined. This leads directly into how we are thinking about 2026.
Many of our investors remember what occurred during the ACP period. We leveraged existing capital relationships to fund subscriber acquisition, and the result was revenue growth and meaningful stock appreciation. We are now executing a similar strategy but with a materially stronger foundation. We have multiple independent revenue streams. We have an established retail footprint of more than 9,000 locations. We have a customer acquisition engine through ProgramBenefits.com, and we have additional monetization layers, including wholesale and in-store media platforms. That combination should allow us to deploy capital into growth while also improving the underlying economics of the business.
Turning to the balance sheet. We ended 2025 with approximately $1.7 million in cash. Since year-end, we have taken additional actions to reduce our operating expense base and improve efficiency across the organization. Based on actions already taken, we estimate our current monthly cash burn at the end of Q1 2026 to be approximately $250,000 to $300,000. This is a meaningful shift from the cost structure exiting 2025 and reflects an even more disciplined operating model as we move forward in 2026.
The key takeaway is this. We have already demonstrated that when we deploy capital, we can scale revenue quickly. Now we are combining that capability with a more efficient cost structure and multiple revenue streams. We believe that positions us to drive growth in a more controlled and repeatable way.
With that, I will turn the call over to Chelsea to walk through the financials in more detail.
Chelsea Pullano
Interim Chief Financial Officer
Thank you, Brian, and good afternoon, everyone. I’m honored to step into the role of Interim Chief Financial Officer at such an important time for SurgePays. I want to thank Brian and the Board for their confidence. I’m excited about the opportunity to help support the company’s next phase of growth by strengthening financial discipline, improving transparency and helping drive our path towards profitability.
Now turning to the results. For the year ended December 31, 2025, total revenue was approximately $57 million compared to $60.9 million in 2024. The decrease was primarily driven by the expected decline in subsidized revenue following the expiration of the Affordable Connectivity Program in mid-2024.
Despite that, we saw strong performance in our point-of-sale and Prepaid Services segment, which increased by approximately $26.1 million year-over-year, partially offsetting the decline in MVNO revenue.
Cost of revenue for 2025 was approximately $67.6 million compared to $75.2 million in 2024. Gross loss improved to $10.6 million compared to $14.3 million in the prior year.
We expect continued improvement in gross margins as we scale higher-margin revenue streams and benefit from the cost structure already put in place.
Selling, general and administrative expense, excluding depreciation and amortization, declined to approximately $19.2 million from $26.3 million in 2024. This reflects reductions across multiple expense categories, including compensation, professional services and contractor expenses.
Net loss from operations was approximately $30.7 million compared to $41.8 million in 2024, representing a significant improvement year-over-year.
Net cash used in operating activities was approximately $21.3 million for 2025, reflecting the transition period following the end of ACP and the investments made to reposition the business.
Net cash provided by financing activities was approximately $10.5 million, primarily from the use of our at-the-market facility and additional capital raises during the year.
As Brian mentioned, we’ve taken meaningful actions since year-end to reduce our operating expenses, and we are seeing those improvements reflected in our current run rate as we move through the first quarter of 2026. It’s important to note that in the fourth quarter, our SG&A included approximately $2.3 million of nonrecurring expenses, including legal costs and noncash items, which are not indicative of our ongoing operating expense run rate.
At December 31, 2025, we had a working capital deficit of approximately $16.2 million compared to a surplus of $11.8 million at the end of 2024. This reflects a shift in the business following the expiration of ACP and the timing of liabilities and capital deployment.
We continue to actively manage our liquidity and capital structure with a focus on supporting growth initiatives while maintaining financial discipline. Overall, 2025 was a transition year for the company. We repositioned the business, reduced operating expenses and established the foundation for a more diversified and scalable model. As we move into 2026, our focus is on executing against that foundation, improving margins and driving growth across our core revenue channels.
I will now turn the call back to Brian for closing remarks.
K. Brian Cox
CEO & Director
Appreciate it, Chelsea. I want to close with this. 2025 was about proving the model and resetting the foundation of the business. We demonstrated that when we deploy capital, we can scale revenue quickly. We also made the necessary adjustments to operate more efficiently and build a more durable business.
We are now moving forward in 2026 with multiple revenue streams, a significantly improved cost structure and a clear path to growth. We understand the market’s concerns around capital and execution. Our focus is on showing, not telling. You will see that in how we manage expenses, how we deploy capital and how we grow the business. We believe we are positioned to execute, and we look forward to updating you on our progress throughout the year.
Thank you for your time and continued support. I will now pass it back to the operator for questions.
Question-and-Answer Session
Operator
[Operator Instructions] Our first question comes from Ed Woo with Ascendiant Capital.
Edward Woo
Ascendiant Capital Markets LLC, Research Division
Congratulations on all the progress, Brian. I had a question. I know you’re not giving out guidance, but what should we be most excited about of the various products you have that’s going to be the biggest driver for revenue this year?
K. Brian Cox
CEO & Director
Ed, thanks for the question. I think as we look forward, interestingly enough, we’ve got the subsidized wireless. We’ve got LinkUp Mobile, and we’ve got some other kind of exciting things we’ve talked about that are going to start showing up on the financials.
If you had to pin me down right now, LinkUp Mobile is doing really well. Starting an MVNO, a prepaid wireless company from scratch, the team has done a phenomenal job. It’s definitely a grind getting traction in the market. And keep in mind that while some of that is sold online, the majority of it is sold through dealerships and setting up relationships with dealers and sending out point-of-sale materials, getting SIM cards, training folks and then that store has your product and usually, let’s say, 3 other prepaid companies as well. So that’s a big deal for us, and it’s staying power, and that’s cash flow. And I think that’s going to be the one that you’ll start seeing some pretty significant numbers off of.
And there’s some — I think we’ve got some pretty exciting news coming up with LinkUp Mobile that I wish we had crossed a couple of thresholds before today, so we can talk about it today, but it will give us something to talk about in the upcoming months.
Edward Woo
Ascendiant Capital Markets LLC, Research Division
Great. And one last question I have is, you guys, like I said, serve the underserved markets through your convenience store operators. What are you hearing from these operators in terms of the economy is how are their customers? Are they doing better? Are they worse? Are they open to new products, et cetera?
K. Brian Cox
CEO & Director
I love this question. As you know, most of the folks on our team have been in this prepaid subprime, underserved, underbanked. There’s a lot of words for it, and there’s different scopes. The largest scope would be the subprime market. But our market at a time of where things are difficult and may be more expensive in the economy as they say, too much month, not enough check, there’s always going to be a segment on the lower end of that socioeconomic that’s not really affected. They’re already lower income. It doesn’t really hit them as much.
I mean when certain things — your essential services are taken care of by the government, you’re kind of below the water break line. If you think about the ocean where waves are crashing, the ups and downs, you’re a little bit below that break line.
But what’s interesting as we’ve expanded the scope of our company and our target market into the subprime market, we do push up into people that do spend money that do have money that don’t specifically rely on the government who are getting squeezed. And I think what we’re seeing, the ebbs and flows of all the folks on our team that we talk about this often, 20 years we’ve been doing this. And when times in the economy get a little difficult, that’s when people take a step back and are more aware of their spending, more aware of value.
So we’ve always done the best and had our best runs when things in the economy were tough because that’s when people will listen to you if you’re offering a better value. Otherwise, it’s just a rut in the road, I’m going to pay $40 a month for my wireless service because that’s just what I do and I just pay it and I do it 2 20s on the countertop, boom. But when things are tough and putting 2 20s on the countertop at the convenience store kind of pulls a little bit more for me. It feels a little heavier when I lay it down. Well, then if I look over and say, “Hey, wait a minute, I got a company here that will give me the exact same thing for $30. What is that? Well, tell me about LinkUp.”
So I think that it’s actually an opportunity for us, and it opens people’s eyes. They’re looking up. They’re aware of their finances. They’re aware of other value. So — and we look to capitalize on that. We never wish ill on the economy. But historically, we’ve done our best and had our best runs when there’s — I don’t want to say blood on the street, that’s not accurate, but when the economy is going through a difficult time.
Operator
[Operator Instructions] We have reached the end of the question-and-answer session. This concludes today’s conference, and you may disconnect your lines at this time. Thank you for your participation.