false
0001857086
0001857086
2026-03-16
2026-03-16
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): March 16, 2026
TruGolf
Holdings, Inc.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-40970 |
|
85-3269086 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
| 60
North 1400 West Centerville, Utah |
|
84014 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (801) 298-1997
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 (see General Instruction A.2. below):
| ☐ |
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, $0.0001 par value per share |
|
TRUG |
|
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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On
March 16, 2026, Shaun Limbers resigned from his position as a member of the TruGolf Holdings, Inc. (the “Company”) Board
of Directors, effective as of such date. Mr. Limbers’ resignation as a member of the Company’s Board of Directors was not
due to any disagreement on any matter relating to the Company’s operations, policies or practices.
On
March 16, 2026, the Board of Directors appointed Brenner Adams as a member of the Company’s Board of Directors, effective as of
such date. As of such date, Mr. Adams resigned from his position as Chief Growth Officer of the Company. Mr. Adams will not serve on
any committees of the Board of Directors. There is no arrangement or understanding between Mr. Adams and any other person pursuant to
which he was selected as a director. There are no transactions between Mr. Adams and the Company that would be reportable under Item
404(a) of Regulation S-K. The terms of Mr. Adams’ employment agreement as Chief Growth Officer were previously disclosed in the
Company’s definitive proxy statement filed with the Securities and Exchange Commission on January 26, 2026.
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.
| Date:
March 20, 2026 |
TRUGOLF
HOLDINGS, INC. |
| |
|
|
| |
By: |
/s/
Christopher Jones |
| |
Name: |
Christopher
Jones |
| |
Title: |
Chief
Executive Officer |
