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8-K2026-04-13· deepseek-chat

NWTG · Newton Golf Company

0001493152-26-016361

SEC filing

Summary

Newton Golf Company completed additional closings under its securities purchase agreement, issuing convertible notes totaling $1,350,000 and warrants for 135,000 shares of common stock to raise $1,350,000 in cash proceeds.

Key takeaways

Full analysis

Newton Golf Company has executed additional closings under its previously disclosed securities purchase agreement, raising $1,350,000 through the issuance of convertible notes and accompanying warrants. This financing provides the company with additional capital while creating potential future equity dilution through conversion and warrant exercise mechanisms. The convertible notes feature a 10% interest rate with interest paid in kind, and they automatically convert to common stock at $1.60 per share at maturity unless the company elects early conversion when its stock trades above $3.00 for 10 consecutive days. The warrants provide investors with five-year options to purchase common stock at $1.75 per share, creating additional potential dilution. The company has committed to include both conversion shares and warrant shares in future piggy-back registration statements, facilitating potential liquidity for investors. This private placement was conducted under Regulation D exemptions, avoiding the costs and disclosure requirements of a public offering. The financing represents continued execution of the company's capital raising strategy following the initial closing in March 2026.