{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-23-044066","form_type":"8-K","ticker":"TRUG","cik":"0001857086","company_name":"TruGolf Holdings, Inc.","filed_at":"2023-12-07T23:59:59+00:00","discovered_at":"2026-05-14T18:03:31.138091+00:00","generated_at":"2026-06-07T16:25:46.329355+00:00","sec_items":["1.01","2.03","3.02","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.6,"calibrated_materiality_score":0.6,"confidence":"high","headline":"Deep Medicine Acquisition Corp. amends TruGolf merger terms and secures $11M PIPE financing","bullets":["Amendment increases Class B voting rights from 10 to 25 votes per share and reduces post-closing board from 7 to 5 members.","New Loan Agreements with Li Holding, L&H Inc., JAK Opportunities VI for up to $5M in convertible notes plus 454,545 warrants.","Finuvia loan amended: principal reduced from $2.5M to $500K, warrants from 227,273 to 45,455.","Total PIPE investment now up to $11M in principal and warrants for 1M shares of Class A common stock.","Warrants issued at $13.00 exercise price; notes bear interest and mature in 5 years."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-23-044066","json":"https://secwatch.observer/filing/0001493152-23-044066.json","markdown":"https://secwatch.observer/filing/0001493152-23-044066.md","text":"https://secwatch.observer/filing/0001493152-23-044066.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1857086/000149315223044066/0001493152-23-044066-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1857086/000149315223044066/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-07T16:25:46.329355+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"189bf278345270d939c9b0b791fbec5617878154","claim":"TruGolf Holdings, Inc. amended Amended and Restated Loan Agreement with Finuvia, LLC valued at $500,000 (effective 2023-12-07).","evidence_excerpt":"Additionally, on December 7, 2023, DMAQ and Finuvia, LLC entered into an Amended and Restated Loan Agreement (the “ Finuvia Loan Agreement ”) to amend and restate the original loan agreement entered between them as of November 2, 2023 to reduce the principal amount of the convertible notes from up to $2,500,000 to up to $500,000 and reduce the amount warrants to purchase Class A common stock of the Company from 227,273 to 45,455.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1857086/000149315223044066/0001493152-23-044066-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"Finuvia, LLC"},{"label":"Value","value":"$500,000"},{"label":"Effective","value":"2023-12-07"}],"fact_type":"material_agreement"},{"claim_id":"3099cc597ce7bed8b7f89ee5cb8a86babf700211","claim":"TruGolf Holdings, Inc. amended Amended and Restated Agreement and Plan of Merger with DMAC Merger Sub Inc., Bright Vision Sponsor LLC, TruGolf, Inc., Christopher Jones (effective 2023-12-07).","evidence_excerpt":"On December 7, 2023, DMAQ, Merger Sub, the Purchaser Representative, the Seller Representative and TruGolf entered into that certain First Amendment to Amended and Restated Agreement and Plan of Merger (the “ Amendment ”), pursuant to which the Merger Agreement was amended to (i) reflect the increase in the voting rights of the Class B common stock of TruGolf and the New TruGolf Class B Common Stock (as defined in the Merger Agreement) from ten (10) votes per share to twenty five (25) votes per share, and (ii) decrease the size of the board of directors of the post-closing company from seven members to five members, with the number of board members designated by DMAQ decreased from three members to one member.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1857086/000149315223044066/0001493152-23-044066-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"merger"},{"label":"Counterparty","value":"DMAC Merger Sub Inc., Bright Vision Sponsor LLC, TruGolf, Inc., Christopher Jones"},{"label":"Effective","value":"2023-12-07"}],"fact_type":"material_agreement"},{"claim_id":"fc99d83f8c515dd884975d106fbbbb2295d3e398","claim":"TruGolf Holdings, Inc. entered into Loan Agreements with Li Holding, Inc., L&H, Inc., JAK Opportunities VI, LLC valued at $5,000,000 in principal amount of convertible notes (effective 2023-12-07).","evidence_excerpt":"On December 7, 2023, DMAQ executed additional Loan Agreements in substantially the same form (together, the “ Loan Agreements ”) with each of Li Holding, Inc., a Florida corporation, L&H, Inc., a Nevada corporation, and JAK Opportunities VI, LLC, a Delaware limited liability company, (together, the “ PIPE Investors ”). Pursuant to the terms and conditions of the Loan Agreements, DMAQ shall issue the PIPE Investors up to an aggregate of $5,000,000 in principal amount of convertible notes and warrants to purchase an aggregate of 454,545 shares of Class A common stock of the Company after the closing (the “ Closing ”) of the business combination between DMAQ and TruGolf (the “ Business Combination ”) pursuant to the Merger Agreement, as amended.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1857086/000149315223044066/0001493152-23-044066-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"Li Holding, Inc., L&H, Inc., JAK Opportunities VI, LLC"},{"label":"Value","value":"$5,000,000 in principal amount of convertible notes"},{"label":"Effective","value":"2023-12-07"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}