SurgePays, Inc.
For the period ended Jun 30, 2026. Filed Aug 19, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 19, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-20.
0001493152-26-024591
Item 1A. RISK FACTORSCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-19.
0001493152-26-039250
Item 1A. RISK FACTORSThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 5 previous paragraphs and 5 current paragraphs.
1 unchanged; 1 reworded; 3 added; 3 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (3)
Current report
During the three months ended June 30, 2026, the Company issued 385,000 shares of common stock for services rendered, having a fair value of $509,935 ($0.551 - $2.04/share), based upon the quoted closing trading price on the grant date.
Removed paragraphs (3)
Previous report
During the year ended December 31, 2025, the Company issued 31,525 shares of common stock with an aggregate grant-date fair value of $54,828 to lenders as additional consideration in connection with the issuance of convertible notes payable.
Previous report
On March 23, 2026, the Company issued 800,000 shares of common stock to its Chief Executive Officer at a fair value of $707,200 ($0.884 per share) in partial settlement of a related party note payable. The Chief Executive Officer also forgave $292,800 of principal.
Previous report
On September 9, 2025, the Company issued a Senior Secured Note in the original principal amount of $1,000,000, which matured on March 9, 2026. The Company failed to pay the principal at maturity and is in default. As of the date of this Quarterly Report, the arrearage consists of $1,000,000 in unpaid principal and $99,195 in accrued and unpaid interest.
Reworded paragraphs (1)
Previous wording
Shares were issued pursuant to the exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), provided by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D promulgated thereunder, as the shareholders were accredited and had adequate access, through business or other relationships, to information about the Company, and the issuances did not involve a public offering of securities or any general solicitation.
Current wording
The Company issued the foregoing securities pursuant to the exemption from the registration requirements of the Securities Act provided by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D promulgated thereunder, as the shareholders were accredited and/or financially sophisticated and had adequate access, through business or other relationships, to information about the Company, and the sales did not involve a public offering of securities or any general solicitation.