Welcome to our dedicated page for Surgepays SEC filings (Ticker: SURG), 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.
This page provides access to U.S. Securities and Exchange Commission filings for SurgePays, Inc. (NASDAQ: SURG), a Nevada corporation that reports under Commission File Number 001-40992. Through these filings, investors can review the company’s official disclosures as a wireless, fintech, and point-of-sale technology business focused on underserved and subprime consumers.
SurgePays’ SEC filings include current reports on Form 8-K, which disclose material events such as quarterly financial results and changes involving key executives. For example, recent 8-K filings describe the issuance of a press release announcing financial results for a fiscal quarter and provide information about the status of the company’s chief financial officer’s employment agreement. These documents help readers understand significant developments that may affect the company’s operations or governance.
In addition to 8-K filings, investors can use this page to locate annual and quarterly reports such as Forms 10-K and 10-Q, where SurgePays presents detailed financial statements, management’s discussion and analysis, risk factors, and descriptions of its wireless, MVNO, MVNE, POS, and SaaS activities. These reports outline the company’s assets, liabilities, revenues, expenses, and cash flows, and they provide context for its multi-channel growth strategy across subsidized wireless, prepaid services, MVNE wholesale, retail media, and data monetization.
Users interested in insider activity and executive compensation can look for Forms 3, 4, and 5, as well as proxy statements on Schedule 14A, which are typically filed to disclose ownership changes by directors and officers and to describe compensation programs and governance matters.
Stock Titan enhances this filings page with AI-powered tools that summarize lengthy documents and highlight key points, helping readers quickly interpret complex sections of 10-Ks, 10-Qs, and 8-Ks. Real-time updates from the SEC’s EDGAR system ensure that new filings for SURG appear promptly, while AI-generated overviews make it easier to identify important trends, material events, and changes in the company’s financial condition or capital structure.
SurgePays, Inc. CEO and Chairman Kevin Brian Cox reported several stock transactions involving company common shares. On March 23, 2026, he elected to convert $1,000,000 owed to him under a consolidated promissory note into 800,000 shares of common stock at $1.25 per share, issued under the 2022 Omnibus Securities and Incentive Plan.
On March 24, 2026, he made a bona fide gift of 270,745 shares to the LC Marital Trust Dated May 17, 2021. On April 1, 2026, he was awarded an additional 500,000 shares pursuant to his employment agreement and the same incentive plan, resulting in 1,300,000 shares held directly.
Following these transactions, Mr. Cox is also deemed to beneficially own 270,745 shares via the LC Marital Trust, 4,569,384 shares through BLC Family Investments LLC, and 561,758 shares through SMDMM Funding LLC.
SurgePays, Inc. submitted a Form 12b-25 notifying the SEC that it could not file its Annual Report on Form 10-K for the year ended December 31, 2025 by the March 31, 2026 due date. The company says the delay is due to completing financial statements and that its independent registered public accounting firm needs additional time to finish the audit. SurgePays anticipates filing the Annual Report no later than the fifteenth calendar day following the prescribed filing date.
SurgePays, Inc. reported that Nasdaq has notified the company it is out of compliance with two continued listing standards: the minimum market value of listed securities of $35,000,000 and the $1.00 minimum bid price for its common stock. The company has until September 14, 2026 to regain the market-value requirement and until September 21, 2026 to meet the bid-price requirement, generally by maintaining the thresholds for at least ten consecutive business days. Failure to regain compliance could lead to delisting, which the company notes could hurt liquidity, access to capital and use of equity incentives. SurgePays also disclosed it issued 800,000 unregistered common shares to CEO Brian Cox at $1.25 per share, cancelling $1,000,000 owed to him under a promissory note, in a private, exempt transaction under Section 4(a)(2) and Rule 506(b).
SurgePays, Inc. filed a current report to let investors know it is posting an updated investor presentation, dated February 2026, on its website under the Investors section. The presentation is intended to provide summary information about the company and its business.
The company emphasizes that this information is being furnished under Regulation FD, is not an offer or solicitation to buy or sell securities, and is meant to be read together with its other filings and public announcements with the SEC.
SurgePays, Inc. is conducting a primary offering of 2,000,000 shares of common stock at a public offering price of $1.25 per share, for gross proceeds of $2,500,000 and estimated net proceeds of about $2.125 million. Underwriters have a 45‑day option to buy up to 300,000 additional shares to cover over‑allotments. After this sale, common stock outstanding is expected to be 23,433,037 shares, or 23,733,037 shares if the option is fully exercised.
The company plans to use the net proceeds mainly to expand its Lifeline wireless business and for working capital and general corporate purposes, with potential selective acquisitions. New investors will face immediate dilution of $1.66 per share relative to the offering price, and additional dilution could occur from existing options, warrants, convertible notes and equity plan reserves.
Separately, SurgePays issued $500,000 of secured convertible notes in January 2026 bearing 14.5% annual interest and maturing in 24 months, along with 21,625 commitment shares. The company also updates its at‑the‑market program, noting it may now sell only a very limited additional aggregate amount of common stock under General Instruction I.B.6.
SurgePays, Inc. entered into an underwriting agreement for an underwritten public offering of 2,000,000 shares of common stock at $1.25 per share, targeting aggregate gross proceeds of approximately $2.5 million before fees and expenses. The underwriter has a 45-day option to buy up to an additional 300,000 shares, and will receive representative’s warrants equal to 3.0% of the total shares sold, exercisable at 110% of the offering price.
The offering is expected to close on January 22, 2026, with net proceeds intended for expansion of the company’s Lifeline business, working capital, and general corporate purposes. Directors, executive officers, and the company are generally subject to 180‑day lock-up restrictions, and the underwriter received a three‑month right of first refusal on certain future financings. SurgePays also filed a prospectus supplement updating its at‑the‑market program, allowing additional common stock sales at an offering price of up to $1, excluding $1,775,390.79 previously sold.
SurgePays, Inc. is offering 2,000,000 shares of common stock at $1.25 per share in a primary underwritten offering. This implies gross proceeds of $2.5 million and approximately $2.125 million in estimated net proceeds, or about $2.47 million if the underwriters fully exercise their 300,000‑share over‑allotment option. The company plans to use the cash mainly to expand its Lifeline subsidized wireless business, and for working capital and general corporate purposes.
SurgePays had 21,433,037 shares outstanding as of January 20, 2026, and expects 23,433,037 shares outstanding after the base offering. New investors buying at $1.25 per share face immediate dilution of $1.52 per share based on the as‑adjusted net tangible book value. In addition, SurgePays recently issued $500,000 of secured convertible notes bearing 14.5% annual interest, convertible into common stock at prices between $4 and $12 per share, and granted underwriter warrants equal to 3% of the shares sold.
SurgePays, Inc. plans a new primary offering of common stock and pre-funded warrants under its existing shelf registration, with an underwriter over-allotment option and additional representative’s warrants tied to the deal size. The company also recently issued $500,000 of secured convertible notes bearing 14.5% annual interest, maturing in 24 months, which are convertible into common stock at prices between $4 and $12, and granted 21,625 commitment shares to the note investors. The notes rank senior to other obligations, can accelerate with default, and carry a higher default interest rate of 18% per year.
Net proceeds from the equity offering are intended mainly to expand SurgePays’ Lifeline wireless business and for working capital and general corporate purposes, with possible selective acquisitions. The company also updates its at-the-market program with Titan, stating it may sell up to an additional $1 of common stock under current Form S-3 public float limits, excluding $1,775,390.79 of shares already sold. As context, common shares outstanding were 21,433,037 as of January 20, 2026.
SurgePays, Inc. reported that its board has appointed Chelsea Pullano as interim Chief Financial Officer effective January 14, 2026, filling the vacancy created by the prior separation from Tony Evers. Her appointment is tied to a new master services agreement with MACK Financial Solutions LLC, signed January 9, 2026, under which MACK will provide outsourced financial, accounting, and executive financial services, including CFO duties.
Ms. Pullano will serve as CFO on a part-time basis, spending at least 40 hours per month in the role. The Company will pay her $5,000 per month for her CFO services and pay MACK an additional $5,000 per month for other services. The agreement can be terminated by either party on 60 days’ notice or immediately by the non-breaching party after a material breach that is not cured within 14 days. SurgePays notes her prior senior finance roles and confirms there are no family relationships or related-party transactions involved in her selection.
SurgePays, Inc. reported several leadership changes and a separation arrangement with its former Chief Financial Officer. Following the previously announced non-renewal of his employment agreement effective December 31, 2025, Anthony Evers entered into a separation agreement and general release on January 1, 2026. Under this agreement, he will serve as a consultant from January 1, 2026 through June 30, 2026, advising on finance and accounting, assisting with SEC filings including Form 10-K and 10-Q, and helping transition his former CFO duties. SurgePays will pay Mr. Evers a total of $250,000 in twelve equal monthly installments of $20,833.33 and reimburse his health insurance premiums under COBRA through December 31, 2026.
The agreement includes customary non-disclosure and non-disparagement covenants and a release of claims by Mr. Evers, subject to specified exclusions. Effective January 2, 2026, director Richard Schurfeld resigned from the Board and its committees for personal reasons, and the company states there was no disagreement with management or the Board regarding operations, policies, or practices. On January 5, 2026, current director David May was appointed to the Audit, Compensation, and Nominating and Corporate Governance Committees and named chairperson of the Nominating and Corporate Governance Committee.