---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-26-014372"
form_type: "8-K"
ticker: "MFON"
cik: "0001447380"
company_name: "MOBIVITY HOLDINGS CORP."
filed_at: "2026-03-31T23:59:59+00:00"
generated_at: "2026-05-15T08:08:37.539676+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# Mobivity closes sale of substantially all assets to Mistplay for $5.12M cash and 6.33M shares

## Summary
- Cash consideration $5,118,756 at closing; plus 6,328,991 Class B common shares of Reward Holdings (Mistplay affiliate).
- Additional contingent consideration possible in equity interests of Holdings based on earnout milestones.
- Convertible promissory notes converted into newly issued Preferred Stock upon closing.
- Articles amended to increase authorized common shares to 200M and authorize 150M Non-Voting Preferred Stock.

## SEC filing metadata
- accession: 0001493152-26-014372
- form_type: 8-K
- ticker: MFON
- cik: 0001447380
- company_name: MOBIVITY HOLDINGS CORP.
- filed_at: 2026-03-31T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 2.01, 3.02, 5.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1447380/000149315226014372/0001493152-26-014372-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1447380/000149315226014372/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-26-014372
- JSON: https://secwatch.observer/filing/0001493152-26-014372.json
- Plain text: https://secwatch.observer/filing/0001493152-26-014372.txt

## Source-grounded claims
- claim_id: c25e57510782dff98024a397f7d5ed6b9e11b539
  claim: MOBIVITY HOLDINGS CORP.: Increased authorized common shares from 100,000,000 to 200,000,000 and authorized a new series of up to 150,000,000 shares of Non-Voting Preferred Stock convertible into common stock (effective 2026-03-26).
  evidence_excerpt: On March 26, 2026, the Company filed a Certificate of Amendment to its Articles of Incorporation to (i) increase the number of authorized shares of common stock from 100,000,000 to 200,000,000 shares, and (ii) authorize and designate a new series of up to 150,000,000 shares of Non-Voting Preferred Stock that is convertible into shares of the Company’s common stock, in each case as further described in the Definitive Information Statement.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1447380/000149315226014372/0001493152-26-014372-index.htm
- claim_id: 0f7bf4d44c8a83e4582e35ede36aadcf11923777
  claim: MOBIVITY HOLDINGS CORP. completed a disposition involving Mistplay, Inc. for $5,118,756.43 in cash and 6,328,991 Class B common shares of Holdings (closed 2026-03-26).
  evidence_excerpt: of the Purchase Agreement, as summarized in the Definitive Information Statement. The aggregate consideration paid to the Company under the Purchase Agreement consisted of (i) $5,118,756.43 in cash at closing, of which $300,000 was allocated to a reserve for certain employee obligations and (ii) 6,328,991 Class B common shares of Holdings. Under the Purchase
  evidence_url: https://www.sec.gov/Archives/edgar/data/1447380/000149315226014372/0001493152-26-014372-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.