Welcome to our dedicated page for TruGolf Holdings SEC filings (Ticker: TRUG), 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.
The TruGolf Holdings, Inc. (NASDAQ: TRUG) SEC filings page on Stock Titan provides direct access to the company’s official disclosures as filed with the U.S. Securities and Exchange Commission. TruGolf is a smaller reporting company and emerging growth company that files registration statements, current reports, and periodic financial statements detailing its operations in golf simulator software and hardware, launch monitors, and indoor golf technologies.
Through this page, readers can review registration statements on Form S-1/A, where TruGolf describes its capital structure, the registration of Class A common stock underlying Series A Convertible Preferred Stock, and the background of PIPE Convertible Notes and related warrants. These filings outline how TruGolf has exchanged notes and warrants into preferred stock and equity, and how selling securityholders may resell registered shares over time.
TruGolf’s Form 8-K current reports provide insight into material events, including Nasdaq listing matters, reverse stock split actions, and significant financing transactions. For example, the company has filed 8-Ks describing deficiency and delist notices from Nasdaq, its transfer to the Nasdaq Capital Market, and subsequent confirmation that it regained compliance with minimum bid price, equity, and market value requirements. Other 8-Ks discuss a one-for-fifty reverse stock split, exchanges of outstanding notes into Class A and Class B common stock and Series A Preferred Stock, and the exercise of preferred warrants for cash proceeds.
Investors can also use this page to locate TruGolf’s annual and quarterly financial statements, incorporated by reference into registration statements and other filings. These documents present balance sheets, statements of operations, and cash flow information that reflect revenue from golf technology products, gross margins, operating expenses, and net income or loss.
Stock Titan enhances these filings with AI-powered summaries that explain key points in clear language, helping users quickly understand complex capital structure changes, reverse stock split mechanics, and listing compliance discussions. Real-time updates from EDGAR, along with access to ownership-related disclosures such as preferred stock designations and warrant terms, make this page a central resource for analyzing TRUG’s regulatory history and ongoing reporting obligations.
TruGolf Holdings, Inc. has completed a legal redomestication, changing its corporate domicile from Delaware to Nevada effective March 10, 2026. The company filed a certificate of conversion in Delaware and articles of conversion, new articles of incorporation, and new bylaws in Nevada to implement this move.
Each issued and outstanding share of Delaware Class A and Class B common stock and Series A preferred stock automatically converted on a one-for-one basis into the corresponding Nevada shares with the same par value. Shareholders do not need to exchange existing stock certificates. The company states that the redomestication does not change its business, management, assets, liabilities, contracts, or locations, although certain stockholder rights are modified under Nevada law and the new charter and bylaws as described in the prior proxy statement.
TruGolf Holdings, Inc. reported results of its annual stockholder meeting held on February 17, 2026, where all seven proposals on the ballot were approved. Five directors were elected, each receiving over 6.2 million votes in favor, with several hundred thousand broker non-votes recorded.
Stockholders ratified Haynie & Company as auditor and approved a 2026 Stock Plan authorizing issuance of up to 2,000,000 shares of common stock. They also approved redomestication from Delaware to Nevada, an increase in authorized Class A common stock from 650,000,000 to 1,000,000,000, and authorized the potential sale of 20% or more of issued and outstanding Class A shares to SZOP Opportunities I LLC under an Equity Purchase Facility Agreement. An adjournment proposal was also approved but ultimately not needed, as all key items passed.
TruGolf Holdings, Inc. reported progress on its stock repurchase program. As of February 10, 2026, the company has repurchased 423,402 shares of its Class A common stock under its previously announced $2.0 million buyback plan at an average price of $0.7552 per share, including fees and commissions. Approximately $1.67 million of authorization remains available for additional repurchases under the program.
TruGolf Holdings, Inc. received a Schedule 13G reporting that a group of related investment entities and individuals hold beneficial ownership of TruGolf Class A common stock primarily through preferred shares that can convert into common stock.
Sandtrap Opportunities LLC, wholly owned by ATW Opportunities Master Fund II, LP and managed by ATW Partners Opportunities Management, LLC, along with Kerry Propper and Antonio Ruiz‑Gimenez, report beneficial ownership of approximately 539,133 TruGolf Class A shares. This represents 9.9% of the class, calculated under SEC rules.
The position comes from Series A Preferred Stock that is convertible into common shares within sixty days, but is subject to a 9.99% ownership blocker that limits how much can be converted at any time. The reporting persons state the holdings are not for the purpose of changing or influencing control of TruGolf.
TruGolf Holdings, Inc. reports progress on its stock repurchase program. As of January 31, 2026, the company has repurchased 249,000 shares of its Class A common stock at an average price of $0.8535 per share, including fees and commissions.
Approximately $2.0 million was authorized for the stock repurchase program, and about $1.78 million remains available for future share repurchases.
TruGolf Holdings, Inc. is asking stockholders to act on several major governance and capital-structure items at its virtual annual meeting on February 9, 2026. Holders of 5,057,444 outstanding shares as of January 20, 2026, including high‑vote Class B stock, may vote.
Stockholders are asked to elect five directors and ratify Haynie & Company as auditor. They are also asked to approve a new 2026 Equity Incentive Plan covering up to 2,000,000 shares, a redomestication from Delaware to Nevada, and an increase in authorized Class A common stock from 650,000,000 to 1,000,000,000 shares. Another proposal seeks approval, under Nasdaq Rule 5635(d), for potential issuances of more than 20% of outstanding common stock under an equity purchase facility with SZOP Opportunities I LLC, and a final item would allow adjournment of the meeting to solicit more proxies if needed.
TruGolf Holdings, Inc. is asking stockholders to vote at a fully virtual 2026 annual meeting on seven proposals that shape its governance and capital structure. Stockholders will elect five directors, ratify Haynie & Company as auditor for the year ending December 31, 2026, and vote on a new 2026 Equity Incentive Plan that will replace the 2024 plan.
The company is also seeking approval to redomesticate from Delaware to Nevada and to increase authorized Class A common stock above the current 650,000,000-share level in connection with that move. Another proposal would approve, for Nasdaq Rule 5635(d) purposes, issuing more than 20% of outstanding common stock under an equity purchase facility with SZOP Opportunities I LLC. TruGolf has a dual-class structure in which each Class B share carries 25 votes, giving certain insiders, including Christopher Jones, significant voting power as of January 20, 2026.
TruGolf Holdings, Inc. has scheduled its annual shareholder meeting for February 17, 2026. At this meeting, shareholders will be asked to re-elect five directors and ratify the appointment of Haynie & Company as the independent registered public accounting firm.
Shareholders will also vote on a new 2026 Equity Incentive Plan, a proposal to change the company’s state of incorporation from Delaware to Nevada while increasing authorized Class A common stock, and approval, for Nasdaq compliance purposes, of issuing Class A common stock under an existing equity purchase facility agreement dated May 14, 2025.
TruGolf Holdings, Inc. received a delinquency notification from Nasdaq on January 5, 2026 because it did not hold an annual shareholder meeting within twelve months of its fiscal year end, as required by Nasdaq Listing Rules 5620(a) and 5810(c)(2)(G).
The company must submit a written plan to Nasdaq Staff by February 19, 2026, and if accepted, Nasdaq may grant an exception of up to 180 days from the fiscal year end, through June 29, 2026, to regain compliance. The notice does not immediately affect the listing or trading of TruGolf’s common stock on the Nasdaq Capital Market, and the company states that it intends to hold its annual meeting on February 17, 2026.