TruGolf Holdings, Inc.
For the period ended Dec 31, 2025. Filed Apr 15, 2026.
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FY2025 · Filed Apr 15, 2026
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ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
| (a) | The following documents are filed as a part of the report: |
|---|
(1) For a list of the financial statements included herein, see the index to the financial statements beginning on page F-1 of this Annual Report on Form 10-K, incorporated into this Item by reference.
(2) Financial statement schedules have been omitted because they are either not required or not applicable or the information is included in the consolidated financial statements or the notes thereto.
| (b) | Exhibits. |
|---|
| Exhibit · Incorporated by Reference | ||||
|---|---|---|---|---|
| Number | Exhibit Description | Form | Exhibit | Filing Date |
| 2.1 | Amended and Restated Agreement and Plan of Merger, dated as of July 21, 2023, by and among Deep Medicine Acquisition Corp., DMAC Merger Sub Inc., Bright Vision Sponsor LLC, Christopher Jones and TruGolf, Inc. | 424B3 | Annex C | 12/29/23 |
| 2.2 | First Amendment to Agreement and Plan of Merger, dated as of December 7, 2023, by and among Deep Medicine Acquisition Corp., DMAC Merger Sub Inc., Bright Vision Sponsor LLC, Christopher Jones and TruGolf, Inc. | 424B3 | Annex B-2 | 12/29/23 |
| 2.3 | Plan of Conversion of TruGolf Holdings, Inc. | 8-K | 2.1 | 3/13/26 |
| 3.1 | Amended and Restated Articles of Incorporation of TruGolf Holdings, Inc. | 8-K | 3.1 | 3/13/26 |
| 3.2 | Bylaws of TruGolf Holdings, Inc. | 8-K | 3.2 | 3/13/26 |
| 3.3* | Certificate of Change | |||
| 4.1 | TruGolf Holdings, Inc. 2024 Stock Incentive Plan | 10-K | 4.4 | 4/15/25 |
| 4.2 | TruGolf Holdings, Inc. 2026 Stock Incentive Plan | 8-K | 10.1 | 2/18/26 |
| 4.3 | Form of Warrant to Purchase Series A Convertible Preferred Stock | 8-K | 10.3 | 4/23/25 |
| 4.4* | Description of Securities | |||
| 10.1 | Securities Purchase Agreement | 8-K | 10.1 | 2/7/24 |
| 10.2 | Indemnity Agreement | 8-K | 10.5 | 2/6/24 |
| 10.3 | Employment Agreement between TruGolf, Inc. and Christopher Jones, dated as of January 18, 2024 | 10-K | 10.6 | 4/15/25 |
| 10.4 | Offer Letter, dated as of January 25, 2024, by and between TruGolf, Inc. and Brenner Adams | 10-K | 10.7 | 4/15/25 |
| 10.5 | Offer Letter, dated as of January 18, 2024, by and between TruGolf, Inc. and Nate Larsen | 10-K | 10.8 | 4/15/25 |
| 10.6 | Securities Purchase Agreement, dated February 2, 2024 | 8-K | 10.1 | 2/7/24 |
| 10.7 | Registration Rights Agreement, dated February 2, 2024 | 8-K | 10.2 | 2/7/24 |
| 10.8*** | Form of Exchange Agreement dated April 22, 2025 | 8-K | 10.1 | 4/23/25 |
| 10.9 | Form of Registration Rights Agreement dated April 22, 2025 | 8-K | 10.4 | 4/23/25 |
| 10.10 | Form of Equity Purchase Facility Agreement dated May 14, 2025 | 8-K | 10.1 | 5/15/25 |
| 10.11 | Form of Registration Rights Agreement dated May 14, 2025 | 8-K | 10.2 | 5/15/25 |
| 10.12 | Form of Amendment and Waiver Agreement, dated as of May 28, 2025 | 8-K | 10.1 | 5/29/25 |
| 10.13 | Form of Waiver Agreement dated July 21, 2025 | 8-K | 10.4 | 7/22/25 |
| 19 | Insider Trading Policy | 10-K | 19 | 4/15/25 |
| 21.1 | Subsidiaries of the Registrant | 10-K | 21.1 | 4/15/25 |
| 31.1* | Rule 13a-14(a) / 15d-14(a) Certification of Principal Executive Officer and Principal Financial Officer | |||
| 32.1** | Section 1350 Certification of Principal Executive Officer and Principal Financial Officer | |||
| 97.1 | Incentive Clawback Policy | 10-K | 97.1 | 4/15/25 |
| 101.INS | Inline XBRL Instance Document* | |||
| 101.SCH | Inline XBRL Taxonomy Extension Schema* | |||
| 101.CAL | Inline XBRL Taxonomy Calculation Linkbase* | |||
| 101.LAB | Inline XBRL Taxonomy Label Linkbase* | |||
| 101.PRE | Inline XBRL Taxonomy Linkbase Document* | |||
| 101.DEF | Inline XBRL Taxonomy Definition Linkbase Document* | |||
*Filed herewith.
**Furnished herewith.
*** Certain exhibits, schedules, and/or annexes to this Exhibit have been omitted in accordance with Item 601(a)(5) of Regulation S-K. the Company agrees to furnish a copy of any such omitted exhibit, schedule, or annex to the SEC upon its request.
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