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.
Urgent.ly Inc. amended its Schedule 14D-9 to report final results of the tender offer by Medford Hawk, Inc., a subsidiary of Agero, Inc., which paid $5.50 per share. A total of 1,288,914 voting shares were validly tendered and not withdrawn, representing approximately 58.7% of voting shares outstanding at expiration. The purchaser accepted those shares, satisfied the Minimum Condition, and will complete the merger on April 28, 2026 pursuant to the Merger Agreement and Section 251(h) of the DGCL. At the Effective Time, outstanding shares (subject to limited exceptions) will be converted into the right to receive the Offer Price, trading will cease prior to the OTCQB open on April 28, 2026, and the shares will be delisted and deregistered.
Urgent.ly Inc. supplements its Schedule 14D-9 to respond to the $5.50 per share cash tender offer by Medford Hawk, Inc., a wholly owned subsidiary of Agero, Inc. The amendment adds an exhibit: a text message to shareholders from D.F. King, the information agent.
Urgent.ly Inc. filed Amendment No. 1 to its Schedule 14D-9 supplementing disclosures about the proposed cash acquisition by Medford Hawk, Inc./Agero at an Offer Price of $5.50 per share. The amendment describes additional advisor engagements, financing history, board actions and supplemental non‑public projections used in the company’s review.
The filing discloses advisor payments and fees, including $90,000 of retainers and a $350,000 success fee to Alchemy Advisors, and an estimated contingent fee to Pericles of $4,310,000. It summarizes an October 2025 Alternative Forecast (including an assumed cash infusion of over $40 million) and provides multi‑year projection line items for Total Revenue and EBITDA for 2025–2029.
Medford Hawk, Inc. and Agero, Inc. filed Amendment No. 1 to the Schedule TO to report final supplemental disclosures for their cash tender offer to acquire all outstanding common stock of Urgent.ly Inc. at an offer price of $5.50 per Share. The amendment adds background on advisor engagement (Alchemy Advisors), lender agreements and the Transaction Committee, and supplements disclosures to address demand letters and related litigation risk, while stating Urgent.ly denies the allegations and is voluntarily providing supplemental disclosures.
Urgent.ly Inc. reported that Principal Accounting Officer Andrea Makkai acquired 10,000 shares of common stock on a grant or award basis. These shares are represented by restricted stock units, or RSUs, valued at $5.40 per share in the filing.
The RSUs vest in four equal annual installments beginning on April 8, 2027, meaning the award is tied to multi-year service. Following this grant, Makkai’s direct holdings total 21,933 shares of Urgent.ly common stock, reflecting a routine compensation-related equity award rather than an open-market purchase.
Booth Matthew reported acquisition or exercise transactions in this Form 4 filing.
Urgent.ly Inc. Chief Executive Officer Matthew Booth received an equity award of 23,000 shares of common stock in the form of restricted stock units valued at $5.40 per share. These RSUs vest in four equal annual installments beginning on April 8, 2027. Following this grant, Booth directly holds 81,842 shares of Urgent.ly common stock, showing a significant portion of his compensation remains tied to the company’s future performance.
Urgent.ly Inc. disclosed a Schedule TO-C related to a proposed acquisition by Agero, Inc. through its subsidiary Medford Hawk, Inc. under an Agreement and Plan of Merger dated March 13, 2026. The filing states the tender offer has not yet commenced and includes a Waiver of Offer Commencement Deadline.
The communication is informational only and states that when the tender offer is commenced, Parent and Purchaser will file a Tender Offer Statement on Schedule TO and the Company will file a Solicitation/Recommendation Statement on Schedule 14D-9.
Urgent.ly Inc. files its annual report describing a connected mobility assistance platform that handled 7.2 million service requests and worked with about 13,500 service providers as of December 31, 2025. The company highlights a pending cash tender offer and merger at $5.50 per share that would take it private, alongside recent delisting from Nasdaq, with its stock now quoted on OTCQB. The filing discloses operating losses of $8.9 million in 2025, an accumulated deficit of $219.2 million, going‑concern risks, customer concentration where the top three partners generated 58% of 2025 revenue, heavy reliance on additional capital and debt waivers, and significant cybersecurity, regulatory and competitive pressures on its business model.
Urgent.ly Inc. is the target of a proposed cash tender offer by Medford Hawk, Inc., a wholly owned subsidiary of Agero, Inc., to acquire all outstanding shares at $5.50 per share in cash under an Agreement and Plan of Merger dated March 13, 2026.
Purchaser must commence the Offer no later than March 27, 2026. If the Offer is successful and the conditions are satisfied, Purchaser will merge with and into Urgent.ly pursuant to Section 251(h) of the Delaware General Corporation Law, leaving Urgent.ly as a wholly owned subsidiary of Parent.
Urgent.ly Inc. shareholders were reported to include Beryl-affiliated entities holding a combined 200,000 shares (reported) representing 9.1% of Common Stock for Beryl Capital Management and David A. Witkin, and 147,909 shares (reported) for Beryl Capital Partners II (6.8%).
The Schedule 13G states these positions are shared power holdings and includes an ownership percentage calculated on November 10, 2025 outstanding share data; the filing describes group relationships and disclaims beneficial ownership beyond pecuniary interest.