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. is conducting a primary offering of 2,000,000 shares of common stock at a public offering price of $1.25 per share, for gross proceeds of $2,500,000 and estimated net proceeds of about $2.125 million. Underwriters have a 45‑day option to buy up to 300,000 additional shares to cover over‑allotments. After this sale, common stock outstanding is expected to be 23,433,037 shares, or 23,733,037 shares if the option is fully exercised.
The company plans to use the net proceeds mainly to expand its Lifeline wireless business and for working capital and general corporate purposes, with potential selective acquisitions. New investors will face immediate dilution of $1.66 per share relative to the offering price, and additional dilution could occur from existing options, warrants, convertible notes and equity plan reserves.
Separately, SurgePays issued $500,000 of secured convertible notes in January 2026 bearing 14.5% annual interest and maturing in 24 months, along with 21,625 commitment shares. The company also updates its at‑the‑market program, noting it may now sell only a very limited additional aggregate amount of common stock under General Instruction I.B.6.
SurgePays, Inc. entered into an underwriting agreement for an underwritten public offering of 2,000,000 shares of common stock at $1.25 per share, targeting aggregate gross proceeds of approximately $2.5 million before fees and expenses. The underwriter has a 45-day option to buy up to an additional 300,000 shares, and will receive representative’s warrants equal to 3.0% of the total shares sold, exercisable at 110% of the offering price.
The offering is expected to close on January 22, 2026, with net proceeds intended for expansion of the company’s Lifeline business, working capital, and general corporate purposes. Directors, executive officers, and the company are generally subject to 180‑day lock-up restrictions, and the underwriter received a three‑month right of first refusal on certain future financings. SurgePays also filed a prospectus supplement updating its at‑the‑market program, allowing additional common stock sales at an offering price of up to $1, excluding $1,775,390.79 previously sold.
SurgePays, Inc. is offering 2,000,000 shares of common stock at $1.25 per share in a primary underwritten offering. This implies gross proceeds of $2.5 million and approximately $2.125 million in estimated net proceeds, or about $2.47 million if the underwriters fully exercise their 300,000‑share over‑allotment option. The company plans to use the cash mainly to expand its Lifeline subsidized wireless business, and for working capital and general corporate purposes.
SurgePays had 21,433,037 shares outstanding as of January 20, 2026, and expects 23,433,037 shares outstanding after the base offering. New investors buying at $1.25 per share face immediate dilution of $1.52 per share based on the as‑adjusted net tangible book value. In addition, SurgePays recently issued $500,000 of secured convertible notes bearing 14.5% annual interest, convertible into common stock at prices between $4 and $12 per share, and granted underwriter warrants equal to 3% of the shares sold.
SurgePays, Inc. plans a new primary offering of common stock and pre-funded warrants under its existing shelf registration, with an underwriter over-allotment option and additional representative’s warrants tied to the deal size. The company also recently issued $500,000 of secured convertible notes bearing 14.5% annual interest, maturing in 24 months, which are convertible into common stock at prices between $4 and $12, and granted 21,625 commitment shares to the note investors. The notes rank senior to other obligations, can accelerate with default, and carry a higher default interest rate of 18% per year.
Net proceeds from the equity offering are intended mainly to expand SurgePays’ Lifeline wireless business and for working capital and general corporate purposes, with possible selective acquisitions. The company also updates its at-the-market program with Titan, stating it may sell up to an additional $1 of common stock under current Form S-3 public float limits, excluding $1,775,390.79 of shares already sold. As context, common shares outstanding were 21,433,037 as of January 20, 2026.
SurgePays, Inc. reported that its board has appointed Chelsea Pullano as interim Chief Financial Officer effective January 14, 2026, filling the vacancy created by the prior separation from Tony Evers. Her appointment is tied to a new master services agreement with MACK Financial Solutions LLC, signed January 9, 2026, under which MACK will provide outsourced financial, accounting, and executive financial services, including CFO duties.
Ms. Pullano will serve as CFO on a part-time basis, spending at least 40 hours per month in the role. The Company will pay her $5,000 per month for her CFO services and pay MACK an additional $5,000 per month for other services. The agreement can be terminated by either party on 60 days’ notice or immediately by the non-breaching party after a material breach that is not cured within 14 days. SurgePays notes her prior senior finance roles and confirms there are no family relationships or related-party transactions involved in her selection.
SurgePays, Inc. reported several leadership changes and a separation arrangement with its former Chief Financial Officer. Following the previously announced non-renewal of his employment agreement effective December 31, 2025, Anthony Evers entered into a separation agreement and general release on January 1, 2026. Under this agreement, he will serve as a consultant from January 1, 2026 through June 30, 2026, advising on finance and accounting, assisting with SEC filings including Form 10-K and 10-Q, and helping transition his former CFO duties. SurgePays will pay Mr. Evers a total of $250,000 in twelve equal monthly installments of $20,833.33 and reimburse his health insurance premiums under COBRA through December 31, 2026.
The agreement includes customary non-disclosure and non-disparagement covenants and a release of claims by Mr. Evers, subject to specified exclusions. Effective January 2, 2026, director Richard Schurfeld resigned from the Board and its committees for personal reasons, and the company states there was no disagreement with management or the Board regarding operations, policies, or practices. On January 5, 2026, current director David May was appointed to the Audit, Compensation, and Nominating and Corporate Governance Committees and named chairperson of the Nominating and Corporate Governance Committee.
SurgePays, Inc. furnished an 8‑K to announce it issued a press release with financial results for the quarter ended September 30, 2025.
The press release is attached as Exhibit 99.1 and, under General Instruction B.2, is furnished—not filed—so it is not subject to Section 18 liability and is not incorporated by reference unless specifically referenced.
SurgePays (SURG) filed its Q3 2025 10‑Q, reporting quarterly revenue of $18,680,317 and a net loss available to common stockholders of $7,489,068. For the nine months ended September 30, revenue was $40,775,913 with a net loss of $22,206,750. Basic and diluted EPS were $(0.38) for the quarter and $(1.11) year‑to‑date.
Cash and cash equivalents were $2,514,862, down from $11,790,389 at December 31, 2024. Total assets were $14,494,901 versus $23,976,005 year‑end. Total liabilities rose to $20,919,381, resulting in a stockholders’ deficit of $6,424,480. Operating cash outflow was $17,728,805 year‑to‑date, partially offset by financing inflows including $6,700,000 of convertible notes and $2,274,698 of notes payable proceeds. The company disclosed it does not have sufficient cash resources on hand to meet obligations for a period that is more than one year from the issuance date.
Management highlighted the end of ACP funding on June 1, 2024 and outlined plans to expand MVNO offerings, diversify Lifeline revenue, grow its platform, and pursue ClearLine marketing initiatives. Common shares outstanding were 21,041,455 as of November 12, 2025.
SurgePays, Inc. reported a planned change related to its finance leadership. The company notified its Chief Financial Officer, Anthony Evers, that his employment agreement as CFO will not be renewed when it expires on December 31, 2025. This means his current contract is scheduled to end at that time rather than being extended under its existing terms.
The company also stated that Mr. Evers and SurgePays intend to discuss his continuing service and position with the company. This language suggests potential changes to his role or responsibilities after his contract expires, but no immediate departure or final decision about his future role has been announced.