Monitor the proxy statement filing for stockholder approval of the Series C conversion and the increase in authorized shares. The October 19, 2026 conversion price reset for Series B preferred stock will be a key catalyst for potential dilution.
Price Chart
Executive Summary
TruGolf Holdings completed its acquisition of Polymath Research Inc. via amalgamation, issuing 257,494 shares of Class A common stock and 136,956 shares of newly designated Series C convertible preferred stock (with a $140 million reference value) to Polymath shareholders. Concurrently, the company entered into a Third Amendment, Waiver and Exercise Agreement with existing noteholders, resulting in the exercise of Series B preferred warrants for $2.95 million and the issuance of new warrants, while also appointing a new CFO/COO and a new board member. The filing also notes approximately $3.49 million of Series A preferred stock remain outstanding, and a reverse stock split on September 29, 2026, will trigger a conversion price reset for Series B preferred stock on October 19, 2026.
Key Financial Metrics
Key Facts
- Polymath acquisition closed on October 8, 2026; Polymath shareholders received 257,494 shares of Class A common stock and 136,956 shares of Series C preferred stock.
- Series C preferred stock has a stated value of $1,000 per share and a conversion price of $11.82 per share, convertible after stockholder and Nasdaq approval.
- Series B preferred warrants exercised for 3,278 shares of Series B preferred stock for $2,950,000, with new warrants issued for 3,000 additional shares.
- Natalie Hirsch appointed CFO and COO with a $275,000 base salary and 133,333 stock options; David Hackett appointed to the board with $100,000 first-year fee.
- Humphrey Polanen resigned from the board.
- Approximately $3.49 million of Series A preferred stock remain outstanding.
- A reverse stock split on September 29, 2026, will reduce the Series B preferred stock conversion price on October 19, 2026.
Financial Impact
The acquisition values Polymath at $140 million reference amount, with $2.5 million of working capital reserved for Polymath operations and compliance; $2.95 million of Series B preferred warrants exercised; $3.49 million of Series A preferred stock remain outstanding.
Risk Factors
- Massive dilution from the conversion of Series C and Series B preferred stock into common stock, especially after stockholder approval.
- The company's ability to obtain stockholder and Nasdaq approval for the Series C conversion is uncertain.
- The company's golf-related business may be underfunded, with only $500,000 in financing required within six months.
- The company's history of poor stock performance and small market cap suggests high execution risk.
Investment Themes
Documents Analyzed
This report is based on 7 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001493152-26-046435 |
| Exhibit: ex10-4.htm | 0001493152-26-046435 |
| Exhibit: ex3-3.htm | 0001493152-26-046435 |
| Document: form8-k.htm | 0001493152-26-046435 |
| Document: 0001493152-26-046435-index-headers.html | 0001493152-26-046435 |
| Document: 0001493152-26-046435-index.html | 0001493152-26-046435 |
| Document: 0001493152-26-046435.txt | 0001493152-26-046435 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 21, 2026 5d ago | 8-K | $0.8801 $0.8751 | ▼ −0.57% | ▼ −0.05% | $0.7980 (−9.33%) |
Oct 20, 2026 6d ago | 3 | $0.9688 $0.8801 | ▼ −9.16% | ▼ −7.97% | $0.7980 (−17.63%) |
Oct 15, 2026 11d ago | SC 13G/A | $1.12 $1.11 | ▼ −0.89% | ▼ −1.32% | $0.7980 (−28.75%) |
Oct 9, 2026 18d ago | 8-K | $1.89 $1.88 | ▲ +0.53% | ▲ +0.47% | $0.7980 (+57.78%) |
Sep 29, 2026 27d ago | 8-K | $2.97 $2.94 | ▼ −1.01% | ▼ −1.19% | $0.7980 (−73.13%) |
Sep 24, 2026 4w ago | 8-K | $4.06 $2.84 | ▼ −30.05% | ▼ −30.59% | $0.7980 (−80.34%) |
Sep 23, 2026 4w ago | Press Release | $0.4057 $0.2843 | ▼ −29.92% | ▼ −30.47% | $0.7980 (+96.70%) |
Aug 18, 2026 10w ago | 8-K | $1.09 $0.9600 | ▲ +11.93% | ▲ +12.14% | $0.7980 (+26.79%) |
Aug 18, 2026 10w ago | Press Release | $1.09 $0.9600 | ▼ −11.93% | ▼ −12.14% | $0.7980 (−26.79%) |
May 22, 2026 22w ago | 3 | $1.51 $1.53 | ▲ +1.32% | ▲ +1.37% | $0.7980 (−47.15%) |
US Market Status
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