SurgePays, Inc.
For the period ended Dec 31, 2025. Filed Apr 15, 2026.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Apr 15, 2026
SURG$0.16+3.5%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
| Exhibit · Incorporated by Reference · Filed or Furnished | ||||
|---|---|---|---|---|
| Number · Exhibit Description · Form · Exhibit · Filing Date · Herewith | ||||
| 3.1 | Articles of Incorporation filed August 22, 2006 | SB-2 | 3.1 | 03/14/2007 |
| 3.2 | Articles of Merger filed July 25, 2008 | S-1/A | 3.2 | 10/21/2021 |
| 3.3 | Certificate of Amendment to Articles of Incorporation filed April 27, 2009 | 10-K/A | 3.1 | 05/14/2013 |
| 3.4 | Certificate of Amendment to Articles of Incorporation filed May 13, 2015 | 8-K/A | 3.1 | 12/11/2015 |
| 3.5 | Certificate of Amendment to Articles of Incorporation filed June 30, 2015 | S-1/A | 3.5 | 10/21/2021 |
| 3.6 | Certificate of Amendment to Articles of Incorporation filed October 10, 2017 | S-1/A | 3.6 | 10/21/2021 |
| 3.7 | Certificate of Amendment to Articles of Incorporation filed December 21, 2017 | S-1/A | 3.7 | 10/21/2021 |
| 3.8 | Certificate of Amendment to Articles of Incorporation filed October 29, 2020 | 8-K | 3.1 | 11/5/2020 |
| 3.9 | Certificate of Amendment, filed November 1, 2021 | 8-K | 3.1 | 11/5/2021 |
| 3.10 | Bylaws | SB-2 | 3.2 | 03/14/2007 |
| 3.11 | Amended Bylaws | 10-K/A | 3.2 | 05/14/2013 |
| 3.12 | Amended Bylaws | 8-K/A | 3.2 | 12/11/2015 |
| 4.1 | Warrant, dated March 8, 2021, issued to Evergreen Capital Management LLC | 8-K | 4.2 | 03/16/2021 |
| 4.2 | Form of Underwriter’s Warrants | 8-K | 4.1 | 11/5/2021 |
| 4.3 | Warrant Agency Agreement between SurgePays, Inc. and VStock Transfer, LLC, dated November 4, 2021 | 8-K | 4.2 | 11/5/2021 |
| 4.4 | Description of Securities | 10-K | 4.4 | 03/30/2023 |
| 4.5 | Form of Promissory Note Issued to Inventory Lenders in March 2022 to May 2022 | 10-Q | 4.1 | 08/11/2022 |
| 4.6 | Form of Warrant with $4.73 Exercise Price Issued to Inventory Lenders in March 2022 to May 2022 | 10-Q | 4.2 | 08/11/2022 |
| 4.7 | Revolving Secured Promissory Note with Lender, dated April 8, 2022, as amended June 2, 2022 | 10-Q | 4.3 | 08/11/2022 |
| 4.8 | Form of Senior Secured Convertible Note issued to Funicular Funds, LP | 8-K | 4.1 | 05/16/2025 |
| 4.9 | Form of Warrant issued to Funicular Funds, LP | 8-K | 4.2 | 05/16/2025 |
| 4.10 | Form of Warrant issued to R.F. Lafferty & Co., Inc. | 8-K | 4.1 | 01/22/2026 |
| 10.1+ | Consulting Agreement, dated September 25, 2017, by and between KSIX MEDIA HOLDINGS, INC. and David C. Ansani | S-1 | 10.2 | 09/12/2019 |
| 10.2+ | Director Agreement, dated July 17, 2019, by and between Surge Holdings, Inc. and David N. Keys | 8-K | 10.1 | 07/24/2019 |
| 10.3+ | Director and Officer Indemnification Agreement, dated July 17, 2019, by and between Surge Holdings, Inc. and David N. Keys | 8-K | 10.2 | 07/24/2019 |
| 10.4 | Promissory Note, issued by Surge Holdings, Inc. to AN Holdings, LLC on April 24, 2020 | 10-K | 10.22 | 05/12/2020 |
| 10.5 | Paycheck Protection Program Note, dated April 18, 2020, issued to Bank 3 | 10-Q | 10.4 | 08/14/2020 |
| 10.6 | Office Lease, dated May 5, 2020, by and between Woodfield Financial Center LLC and Surge Holdings Inc. | S-1/A | 10.31 | 02/16/2021 | |
| 10.7 | Master Services Agreement by and between Surge Pays, Inc. and Glass Mountain BPO, dated January 1, 2021 | S-1/A | 10.32 | 02/16/2021 | |
| 10.8 | Commercial Lease Agreement, dated July 10, 2019, by and between CardDawg Investments, LLC and Surge Holdings, Inc. | S-1/A | 10.35 | 02/16/2021 | |
| 10.9 | Form of On Demand Promissory Note issued by the Company in favor of SMDMM Funding, LLC | S-1/A | 10.36 | 09/22/2021 | |
| 10.10 | Stock Purchase Agreement, by and among, SurgePays, Inc., Torch Wireless, and the Parties Listed Therein, dated April 6, 2022 | 8-K | 10.1 | 04/12/2022 | |
| 10.11 | Installment Sale Agreement, by and among, SurgePays, Inc., SurgePhone Wireless LLC, Torch Wireless, and Affordable Connectivity Financing V Limited Liability Company, dated November 17, 2022 | 8-K | 10.1 | 11/23/2022 | |
| 10.12 | Paying Agent Agreement, by and among, SurgePhone Wireless LLC, Torch Wireless, Affordable Connectivity Financing V Limited Liability Company, and Ivy Dallas Funding, LLC, dated November 17, 2022 | 8-K | 10.2 | 11/23/2022 | |
| 10.13 | Consulting Agreement, by and between the Company and Jay Jones, dated December 19, 2022 | 8-K | 10.1 | 12/23/2022 | |
| 10.14+ | Weisberg Director Agreement, by and between the Company and Ms. Weisberg, dated December 19, 2022 | 8-K | 10.2 | 12/23/2022 | |
| 10.15+ | Form of Indemnification Agreement | 8-K | 10.3 | 12/23/2022 | |
| 10.16+ | Employment Agreement between SurgePays, Inc. and Kevin Brian Cox | 10-Q | 10.1 | 05/16/2022 | |
| 10.17+ | Employment Agreement between SurgePays, Inc. and Anthony Evers, dated August 8, 2022 | 10-Q | 10.3 | 08/11/2022 | |
| 10.18+ | SurgePays, Inc. 2022 Omnibus Securities and Incentive Plan | 10-K | 10.18 | 03/30/2023 | |
| 10.19 | Loan Agreement between the Company and Lender, dated April 8, 2022, as amended June 2, 2022 | 10-Q | 10.1 | 08/11/2022 | |
| 10.20 | Security Agreement between the Company and Lender, dated April 8, 2022 | 10-Q | 10.2 | 08/11/2022 | |
| 10.21+ | Form of Restricted Share Award Agreement | 10-Q | 10.1 | 08/10/2023 | |
| 10.22+ | Form of Employment Agreement with Anthony Evers | 10-Q | 10.1 | 11/14/2023 | |
| 10.23+ | Form of Employment Agreement with Kevin Brian Cox | 8-K | 10.1 | 01/03/2024 | |
| 10.24*+ | Amendment No. 1 to Employment Agreement with Kevin Brian Cox | ||||
| 10.25*+ | Amendment No. 2 to Employment Agreement with Kevin Brian Cox | ||||
| 10.26*+ | Amendment No. 3 to Employment Agreement with Kevin Brian Cox | ||||
| 10.27 | Underwriting Agreement, dated as of January 17, 2024, between SurgePays, Inc. and Titan Partners Group | 8-K | 1.1 | 01/22/2024 | |
| 10.28 | Form of Promissory Note with SMDMM Funding, LLC | 10-K | 10.25 | 03/12/2024 | |
| 10.29 | Master Services Agreement, dated as of October 3, 2024, between SurgePays, Inc. and TerraCom, 8-K 10.1 10/16/2024 Inc. | 8-K | 10.1 | 10/16/2024 | |
| 10.30 | Senior Secured Note Purchase Agreement, dated May 12, 2025, between SurgePays, Inc., the Guarantors, and Funicular Funds, LP | 8-K | 10.1 | 05/16/2025 | |
| 10.31* | Amendment No. 3 to Senior Secured Convertible Note, dated March 26, 2026, between SurgePays, Inc. and Funicular Funds, LP | ||||
| 10.32 | Security And Pledge Agreement, dated May 12, 2025, between SurgePays, Inc., the Guarantors, and Funicular Funds, LP | 8-K | 10.2 | 05/16/2025 | |
| 10.33 | Form of Guaranty | 8-K | 10.3 | 05/16/2025 | |
| 10.34 | Registration Rights Agreement, dated May 12, 2025, between SurgePays, Inc. and Funicular Funds, LP | 8-K | 10.4 | 05/16/2025 | |
| 10.35 | At the Market Offering Agreement, dated August 5, 2025, between SurgePays, Inc., and Titan Partners Group LLC, a division of American Capital Partners, LLC | 8-K | 1.1 | 08/05/2025 | |
| 10.36+ | Separation Agreement and General Release dated January 1, 2026, between the Company and Anthony Evers | 8-K | 10.1 | 01/07/2026 | |
| 10.37+ | Master Services Agreement, dated January 9, 2026, between the Company and MACK Financial Solutions LLC | 8-K | 10.1 | 01/14/2026 | |
| 10.38 | Underwriting Agreement, dated as of January 20, 2026, between SurgePays, Inc. and R.F. Lafferty & Co., Inc. | 8-K | 1.1 | 01/22/2026 | |
| 14.1 | SurgePays, Inc. Code of Ethics and Business Conduct | 10-K | 14.1 | 03/24/2022 | |
| 16.1 | Letter from Rodefer Moss & Co, PLLC dated May 23, 2025 | 8-K | 16.1 | 05/19/2025 | |
| 19.1 | SurgePays, Inc. Insider Trading Policy | 10-K | 19.1 | 03/12/2024 | |
| 21.1 | List of Subsidiaries | X | |||
| 23.1 | Consent of Rodefer Moss & Co., PLLC | X | |||
| 31.1* | Certification of Principal Executive Officer pursuant to Exchange Act Rule 13a-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | |||
| 31.2* | Certification of Principal Financial Officer pursuant to Exchange Act Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | |||
| 32.1* | Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act 2002 | X | |||
| 32.2* | Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act 2002 | X | |||
| 97.1 | SurgePays, Inc. Executive Compensation Clawback Policy | 10-K | 97.1 | 03/12/2024 | |
| 101.INS | Inline XBRL Instance Document | X | |||
| 101.SCH | Inline XBRL Taxonomy Extension Schema | X | |||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase | X | |||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase | X | |||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase | X | |||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase | X | |||
| + · Management contracts or compensation plans or arrangements. | |||||
|---|---|---|---|---|---|
| * · Filed or furnished herewith | |||||
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.