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Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
Unregistered Sales of Equity Securities. The information contained above under Item 1.01, to the extent applicable, is hereby incorporated by reference herein. Based in part upon the representations of the purchasers in the Purchase Agreement, the issuance and sale of Convertible Notes and the Warrants was made in a private placement transaction exempt for registration in reliance on the exemption afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), an…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth above under
Entry into a Material Definitive Agreement. As previously disclosed in the Current Reports on Form 8-K by Newton Golf Company, Inc. (the “Company”) on March 16, 2026 and April 13, 2026 (the “Previous Current Reports”), on March 16, 2026, the Company entered into a securities purchase agreement (the “March Financing”), pursuant to which the Company agreed to issue, and the purchasers agreed to purchase, at one or more closings, on the terms and conditions contained in such purchase agreement,…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Director Appointment On May 19, 2026, the Board of Directors (the “Board”) of Newton Golf Company, Inc. (the “Company”), upon the recommendation of the Nominating and Corporate Governance Committee of the Board (the “Nominating Committee”), appointed Gregg Hemphill as a director, effective May 19, 2026. Mr. Hemphill will serve as a director until t…
and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. This information shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such disclosure in this Current Report on Form 8-K in such a filing.
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth above under
Unregistered Sales of Equity Securities. The information contained above under Item 1.01, to the extent applicable, is hereby incorporated by reference herein. Based in part upon the representations of the purchasers in the Purchase Agreement, the issuance and sale of Convertible Notes and the Warrants was made in a private placement transaction exempt for registration in reliance on the exemption afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), an…
Entry into a Material Definitive Agreement. On April 7, 2026 and April 9, 2026, Newton Golf Company, Inc. (the “Company”) entered into additional closings on the securities purchase agreement (the “Purchase Agreement”) that the Company entered into on March 16, 2026 and disclosed on a Current Report on Form 8-K on March 16, 2026 (the “Previous Current Report”). Pursuant to the Purchase Agreement, the Company agreed to issue, and the purchasers agreed to purchase, at one or more closings, on t…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing On April 6, 2026, Newton Golf Company, Inc. (the “Company”) received a deficiency letter (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it is not in compliance with Nasdaq Listing Rule 5550(b)(1) which requires the Company to maintain a minimum of $2,500,000 in stockholders’ equity for continued listing on The Nasda…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On March 31, 2026, Greg Campbell notified the Board of Directors (the “Board”) of Newton Golf Company, Inc. (the “Company”) of his resignation from the Board, effective immediately. His resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. SIGNATURES Pursuant…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On March 27, 2026, Greg Campbell was terminated as the Executive Chairman, Chief Executive Officer and principal executive officer of Newton Golf Company, Inc. (the “Company”). Also on March 27, 2026, Akinobu Yorihiro, age 57, was appointed the Company’s Interim Chief Executive Officer and principal executive officer and Brett Hoge was appointed Ch…
Unregistered Sales of Equity Securities. The information contained above under Item 1.01, to the extent applicable, is hereby incorporated by reference herein. Based in part upon the representations of the purchasers in the Purchase Agreement, the issuance and sale of Convertible Notes and the Warrants was made in a private placement transaction exempt for registration in reliance on the exemption afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), an…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth above under
Entry into a Material Definitive Agreement. On March 16, 2026, Newton Golf Company, Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”), pursuant to which the Company agreed to issue, and the purchasers agreed to purchase, at one or more closings, on the terms and conditions contained in the Purchase Agreement, unsecured promissory notes in the aggregate funded amount of up to $2,000,000 (the “Convertible Notes”) and common stock warrants (the “Warrant…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Director Appointment On January 30, 2026, the Board of Directors (the “Board”) of Newton Golf Company, Inc. (the “Company”), upon the recommendation of the Nominating and Corporate Governance Committee of the Board, approved an increase in the size of the Board from four to five members and appointed John Bode as a director, effective January 30, 2…
and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. This information shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such disclosure in this Current Report on Form 8-K in such a filing.
and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. This information shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such disclosure in this Current Report on Form 8-K in such a filing.
Entry into a Material Definitive Agreement. On October 24, 2024, Newton Golf Company, Inc. (the “Company”), entered into an At The Market Sales Offering Agreement (the “Agreement”) with Kingswood Capital Partners, LLC, as sales agent and/or principal (the “Agent”). Pursuant to the terms of the Agreement, the Company may sell from time to time to or through the Agent shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), having an aggregate sales price of up to t…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. The information contained in
of this Current Report on Form 8-K is incorporated herein by reference. Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to future events or the future financial performance of the Company and involve known and unknown risks, uncertainties, and other factors that may cause actual results, performance, or achievements to be materially different from…
and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. This information shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such disclosure in this Current Report on Form 8-K in such a filing.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On June 10, 2025, Newton Golf Company, Inc. (the “Company”) announced that the Board of Directors (the “Board”) of the Company has appointed Jeff Clayborne to serve as the Company’s Chief Financial Officer, principal financial officer and principal accounting officer, effective June 10, 2025 (the “Appointment Date”), succeeding Ryan Stearns, who ce…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing On April 14, 2025, Newton Golf Company Inc. (the “Company”) received a deficiency letter (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it is not in compliance with Nasdaq Listing Rule 5550(b)(1) which requires the Company to maintain a minimum of $2,500,000 in stockholders’ equity for continued listing on The Nasda…
Notice of Delisting or Failure to Satisfy a Continue Listing Rule or Standard; Transfer of Listing On January 29,2025, Sacks Parente Golf, Inc. (the “Company”) received a written notice (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it is not in compliance with the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2) due to the Company’s common stock not maintaining a closing bid price of at least $1.00 per share for a period of 30 c…
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Valuation label changed from 'inexpensive' to 'fair'.
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