Welcome to our dedicated page for Urgent.ly SEC filings (Ticker: ULY), 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.
Urgent.ly Inc. filings document the company’s roadside assistance technology business, governance matters and completed public-company transition following its acquisition by Agero. The record includes 8-K disclosures for material agreements, the tender-offer and merger completion, Nasdaq listing-status notices, and registered common-stock information.
Proxy materials and annual-meeting filings cover director elections, auditor ratification, shareholder proposal deadlines and board governance. Form 25 documents the removal of Urgent.ly common stock from Nasdaq listing and registration, while related disclosures address OTCQB trading status, capital structure and reporting-company matters.
Nasdaq Stock Market LLC and Urgent.ly Inc. (symbol ULY) filed a Form 25 to remove and withdraw the company’s Common Stock from listing and registration under Section 12(b) of the Exchange Act. The notice references Nasdaq compliance with 17 CFR 240.12d2-2 and is signed by a Nasdaq official.
Urgent.ly Inc.’s Principal Accounting Officer, Andrea Makkai, reported disposing of company shares in connection with the closing of a merger. A total of 855 shares of common stock were first disposed of pursuant to a tender offer, followed by a disposition of 21,495 shares back to the issuer, leaving 0 shares directly held.
Under the merger agreement with Agero, Inc. and its subsidiary, each share of Urgent.ly common stock was exchanged for $5.50 in cash, without interest and subject to tax withholding. The filing notes that these shares were represented by restricted stock units that fully vested at the merger’s effective time and were cancelled in return for the cash value based on the $5.50 offer price. The report also clarifies that 684 shares previously reported were excluded due to an administrative error.
Urgent.ly Inc. director Alexandre Zyngier fully exited his common stock position in connection with the company’s merger with Agero, Inc. Under the Merger Agreement, a subsidiary of Agero completed a tender offer and then merged into Urgent.ly effective as of April 28, 2026.
Each share of Urgent.ly common stock was exchanged for $5.50 in cash, without interest and subject to withholding taxes. Zyngier disposed of shares through the tender offer and a subsequent disposition to the issuer, leaving him with 0 shares of common stock after the transactions.
The disposed shares were represented by restricted stock units (RSUs). At the effective time of the merger, all RSUs vested in full and were cancelled in return for a cash payment equal to $5.50 times the number of shares subject to each RSU award.
Urgent.ly Inc. director Ryan Pollock reported dispositions of common stock tied to the company’s cash merger with Agero, Inc. Shares were tendered and then cancelled in connection with a tender offer and subsequent merger that became effective as of April 28, 2026.
According to the filing, a block of common shares was first disposed of pursuant to the tender offer, followed by a final disposition to the issuer, leaving no reported direct holdings. Each share of Urgent.ly common stock was exchanged for $5.50 in cash, subject to applicable tax withholding.
The filing also notes that the disposed securities included shares represented by restricted stock units. At the merger’s effective time, each RSU fully vested and was cancelled in return for a cash payment equal to $5.50 multiplied by the number of underlying shares.
Urgent.ly Inc. director James M. Micali disposed of his remaining common stock in connection with the company’s cash merger. On April 25, 2026, he tendered 7,229 shares of common stock in a tender offer, followed by the disposition of 1,226 shares to the issuer on April 28, 2026, leaving him with no shares directly held.
Under the Agreement and Plan of Merger among Urgent.ly, Agero, Inc. and Medford Hawk, Inc., each share of Urgent.ly common stock was exchanged for $5.50 in cash, without interest and subject to applicable withholding taxes. Restricted stock units accelerated vesting at the merger effective time and were cancelled in return for a cash payment equal to $5.50 multiplied by the number of shares underlying each award.
Urgent.ly Inc. director Suzie Doran reported disposing of her common stock in connection with the company’s cash merger. On April 25, 2026, 7,229 shares of common stock were disposed of pursuant to a tender offer under the Agreement and Plan of Merger.
On April 28, 2026, a further 1,226 shares were disposed of to the issuer at the merger’s effective time, leaving Doran with 0 shares reported as directly owned. Under the merger terms, each share and each RSU was cashed out at $5.50 per share, with RSUs fully vesting and converting into cash.
Urgent.ly Inc. director Gina Domanig reported disposing of all her common stock in connection with the company’s acquisition. On April 25, 2026, she disposed of 7,229 shares of common stock pursuant to a tender offer. On April 28, 2026, she disposed of an additional 1,226 shares to the issuer, leaving her with 0 shares.
Under the merger agreement among Urgent.ly, Agero, Inc. and a subsidiary of Agero, each share of Urgent.ly common stock was exchanged for $5.50 in cash, without interest and subject to withholding taxes. Restricted stock units accelerated, were cancelled at the merger’s effective time, and converted into a cash right based on the same $5.50 per-share offer price.
Urgent.ly Inc. chief executive officer Matthew Booth reported disposing of his remaining common stock in connection with the company’s merger with Agero, Inc. and its subsidiary Medford Hawk, Inc. The filing shows 6,759 shares of common stock disposed of pursuant to a tender offer on April 25, 2026, followed by 68,124 shares returned to the issuer on April 28, 2026, leaving him with 0 shares owned directly after the transactions.
Footnotes explain that these shares were represented by restricted stock units, each tied to one share of common stock. Under the Merger Agreement, each share of Urgent.ly common stock was exchanged for $5.50 in cash, and all RSUs fully vested at the merger’s effective time and were cancelled in return for an equivalent cash payment based on that Offer Price.
Urgent.ly Inc. completed its sale to Agero, Inc. through a tender offer and follow‑on merger. Agero’s subsidiary purchased all tendered Urgent.ly common shares for $5.50 in cash per share, then merged into the company, making Urgent.ly a wholly owned subsidiary of Agero.
Approximately 1,288,914 voting shares, or 58.7% of the outstanding voting stock, were validly tendered, satisfying the minimum condition. At the merger’s effective time, all remaining common shares were converted into the right to receive the same cash price, while vested RSUs and in-the-money options were cancelled and paid out in cash. Out-of-the-money options and a warrant expired without value.
Following closing, there was a formal change in control, the prior board members resigned, and the directors and officers of the Agero acquisition vehicle became the directors and officers of the surviving corporation. Urgent.ly’s certificate of incorporation and bylaws were also amended and restated in line with the merger agreement.