Newton Golf Company, Inc.

For the period ended Nov 21, 2025. Filed Nov 21, 2025.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Nov 21, 2025 · Filed Nov 21, 2025

NWTG$0.71-5.0%Stored close · as of Nov 6, 2026

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

(Amendment No. __)

Filed by the Registrant ☒

Filed by a party other than the Registrant ☐

Check the appropriate box:

☐	Preliminary Proxy Statement
☐	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒	Definitive Proxy Statement
☐	Definitive Additional Materials
☐	Soliciting Material under §240.14a-12

NEWTON GOLF COMPANY, INC.

(Name of Registrant as Specified in Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

☒	No fee required
☐	Fee paid previously with preliminary materials
☐	Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

Newton Golf Company, Inc.

551 Calle San Pablo

Camarillo, CA 93012

NOTICE OF 2025 ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON DECEMBER 18, 2025

November 21, 2025

To the stockholders of Newton Golf Company, Inc.:

Notice is hereby given that the 2025 Annual Meeting of Stockholders (the “Annual Meeting”) of Newton Golf Company, Inc., a Delaware corporation (“we”, “us”, “our”, “Newton Golf”, or the “Company”), will be held on December 18, 2025, at 10:00 a.m. Pacific Time. You are being asked to vote on the following matters:

(1)	To elect four directors, Dr. Greg Campbell, Jane Casanta, Brett Hoge and Akinobu Yorihiro, to serve as directors of the Company until the next annual meeting of stockholders and until his or her successor is elected and qualified or until his or her earlier death, resignation or removal;
(2)	To ratify the appointment of Weinberg & Company, P.A. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025;
(3)	To approve the Amended and Restated 2022 Equity Incentive Plan; and
(4)	To transact any other business that may properly come before the Annual Meeting, and any postponements or adjournments thereof.

To accommodate our stockholders, the Annual Meeting will be a completely virtual meeting of stockholders, conducted solely online via live webcast. You will be able to attend and participate in the Annual Meeting online and vote your shares electronically by visiting: www.virtualshareholdermeeting.com/NWTG2025 at the meeting date and time described in the accompanying proxy statement sent to you. There is no physical location for the Annual Meeting. Hosting a virtual meeting will enable greater stockholder attendance and participation from any location. Questions related to the Annual Meeting or voting matters can be submitted by email toir@newtongolfco.com. We encourage you to attend online and participate. We recommend that you log in a few minutes before the Annual Meeting start time of 10:00 a.m. Pacific Time on December 18, 2025, to ensure you are logged in when the Annual Meeting begins.

Pursuant to the Amended and Restated Bylaws of the Company, the Board of Directors has fixed the close of business on November 18, 2025 as the record date (the “Record Date”) for determination of stockholders entitled to notice and to vote at the Annual Meeting and any adjournment thereof. Holders of the Company’s common stock are entitled to vote at the Annual Meeting.

/s/ Greg Campbell

Executive Chairman and Chief Executive Officer

Whether or not you expect to attend the Annual Meeting, please complete, date, sign and return the proxy mailed to you, or vote over the internet as instructed in these materials, as promptly as possible in order to ensure your representation at the meeting. A return envelope (which is postage prepaid if mailed in the United States) has been provided for your convenience. Even if you have voted by proxy, you may still vote if you attend the Annual Meeting. Please note, however, that if your shares are held of record by a broker, bank or other nominee and you wish to vote at the Annual Meeting, you must obtain a proxy issued in your name from that record holder.

Important Notice Regarding the Availability of Proxy Materials for the 2025 Annual Meeting of Stockholders to be Held on December 18, 2025

This Notice of Annual Meeting and the corresponding proxy statement, form of proxy card, and our most recent Annual Report on Form 10-K are available at www.proxyvote.com.

TABLE OF CONTENTS

Introduction	1
Questions and Answers About these Proxy Materials and Voting	2
Proposal 1: Election of Directors	7
Information Regarding the Board of Directors and Corporate Governance	10
Proposal 2: Ratification of the Appointment of Independent Registered Public Accounting Firm	14
Proposal 3: Approval of the Amended and Restated 2022 Equity Incentive Plan	16
Executive Officers	24
Executive Compensation	25
Delinquent Section 16(a) Reports	29
Certain Relationships and Related Transactions	29
Security Ownership of Certain Beneficial Owners and Management	30
Householding of Proxy Materials	31
Other Business	31

Newton Golf Company, Inc.

551 Calle San Pablo

Camarillo, CA 93012

PROXY STATEMENT

FOR

2025 ANNUAL MEETING OF STOCKHOLDERS

To Be Held December 18, 2025

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.