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. 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.
TruGolf Holdings, Inc. has filed a universal shelf registration statement allowing it to offer up to $200,000,000 of Class A common stock, preferred stock, debt securities, warrants, purchase contracts and units from time to time. Any specific sale will be detailed in a future prospectus supplement, including pricing, terms and distribution method.
The company’s Class A common stock trades on NASDAQ under the symbol TRUG and closed at $1.67 per share on November 14, 2025. As of November 13, 2025, TruGolf’s public float was about $1.37 million based on 2,386,402 outstanding Class A shares, of which 2,163,197 were held by non-affiliates, so sales under this shelf are limited by the one‑third public float cap for smaller issuers. TruGolf is an emerging growth and smaller reporting company focused on indoor golf simulators, launch monitors and its E6 Connect software platform, which integrates with a large share of third‑party golf technology hardware.
TruGolf Holdings (Nasdaq: TRUG) filed its Q3 2025 10‑Q, showing lower sales and a larger loss as it restructured its balance sheet and capital structure. Q3 revenue was $4.1 million versus $6.2 million a year ago; nine‑month revenue was $13.8 million versus $15.1 million. Q3 net loss was $7.3 million compared with $0.06 million last year, driven primarily by a $6.1 million loss on extinguishment of debt. Gross profit was $2.8 million in Q3 (vs. $4.3 million).
The company executed a 1‑for‑50 reverse stock split on June 23, 2025 and regained Nasdaq compliance; it is under a one‑year Mandatory Panel Monitor. Liquidity improved: cash and cash equivalents were $11.4 million (plus $2.1 million restricted), and total liabilities declined to $16.7 million from $21.8 million at year‑end. Stockholders’ equity turned positive at $6.3 million from a $4.6 million deficit.
Capital actions included exchanging PIPE notes into Series A Convertible Preferred, and $5.0 million cash from warrant exercises. Operating cash flow was $(2.0) million for the nine months, with $2.5 million invested in software development. Deferred revenue reached $6.2 million, expected to be recognized over the next 12 months.
TruGolf Holdings, Inc. filed Amendment No. 3 to its Form S-1 registration statement as an exhibits-only update. The amendment keeps the substance of the existing registration statement unchanged and focuses on updating and compiling exhibits, legal opinions, consents and related documents referenced in the filing.
The amendment lists key corporate documents such as the certificate of incorporation, bylaws, warrant and note forms, stock incentive plan, securities purchase and registration rights agreements, employment and offer letters, preferred stock designations, and an equity purchase facility agreement. It also includes updated consents, XBRL documents and the filing fee table, and is signed on behalf of the company by Chief Executive Officer Christopher Jones, who also serves as interim principal financial and accounting officer.
TruGolf Holdings, Inc. (TRUG) amended its S-1/A describing a 1-for-50 reverse stock split that reduced Class A shares from 40,532,150 to 810,617 and Class B shares from 10,000,000 to 200,000 while leaving authorized shares unchanged. The filing reports positive revenue growth and gross profit trends and discloses $4.9 million of remaining performance obligations expected to be recognized over the next 12 months. For the three and six months ended June 30, 2025 the company recorded operating losses of approximately $1.9 million and $3.1 million and negative operating cash flows of about $1.4 million; management expects additional losses through year-end 2025. The company raised PIPE financing, including net proceeds of $2.5 million (net of $280,000 original issue discounts), issued Series A Preferred shares and warrants, and converted various notes into equity. Nasdaq compliance matters and capital-raising activity drove the reverse split and financings.
TruGolf Holdings, Inc. (TRUG) reported a 1-for-50 reverse stock split effective June 23, 2025, reducing Class A shares to 810,617 and Class B to 200,000 outstanding on a split-adjusted basis. The company recorded a loss from operations of approximately $1.9 million for the three months and $3.1 million for the six months ended June 30, 2025, and reported negative operating cash flow of about $1.4 million. Management notes positive revenue growth and improving gross profit trends but expects to incur further losses through the end of 2025. The company received net proceeds of $2.5 million from PIPE Convertible Notes (net of $280,000 original issue discounts) and reports $4.9 million of remaining performance obligations expected to be recognized over the next 12 months. Significant financing and capital structure activity includes issuance of 1,885 shares of Series A Preferred Stock with associated warrants, conversions of PIPE notes into Class A shares, and conversions of dividend notes into Class A and Class B shares.