{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-26-027715","form_type":"8-K","ticker":"NWTG","cik":"0001934245","company_name":"Newton Golf Company, Inc.","filed_at":"2026-06-08T20:05:37+00:00","discovered_at":"2026-06-08T20:07:00.579810+00:00","generated_at":"2026-06-08T20:14:14.545568+00:00","sec_items":["1.01","2.03","3.02","9.01"],"event_type":"debt","sentiment":"neutral","materiality_score":0.6,"calibrated_materiality_score":0.6,"confidence":"high","headline":"Newton Golf increases convertible note facility to $3M; first closing of $500k completed","bullets":["Board approved increase in maximum principal amount from $2M to $3M for unsecured convertible promissory notes.","On June 3, 2026, first closing issued $500k convertible note and warrants to purchase 50,000 common shares at $1.75/share.","Notes mature 18 months, bear 10% interest paid in kind, convertible at $1.60/share; warrants expire in 5 years.","Automatic conversion provision if stock closes at or above $3.00 for 10 consecutive days.","Remaining capacity: $950k in notes and 95,000 warrants authorized for future closings."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-26-027715","json":"https://secwatch.observer/filing/0001493152-26-027715.json","markdown":"https://secwatch.observer/filing/0001493152-26-027715.md","text":"https://secwatch.observer/filing/0001493152-26-027715.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1934245/000149315226027715/0001493152-26-027715-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1934245/000149315226027715/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-08T20:14:14.545568+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":"f4f0423f11698083354bb18f9d8f35b3a1e55793","claim":"Newton Golf Company, Inc. incurred convertible notes of $500,000 at 10% per annum maturing 18 months from the date of issuance.","evidence_excerpt":"On June 3, 2026, the Company completed the first closing of the June Financing (the “First Closing”) at which the Company issued, and the purchaser purchased, a Convertible Note with a principal amount of $500,000","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1934245/000149315226027715/0001493152-26-027715-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"convertible notes"},{"label":"Principal","value":"$500,000"},{"label":"Rate","value":"10% per annum"},{"label":"Maturity","value":"18 months from the date of issuance"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"52f8ad68818499202576bb315ae630e37cafe2a1","claim":"Newton Golf Company, Inc. issued convertible note for principal amount of $500,000.","evidence_excerpt":"On June 3, 2026, the Company completed the first closing of the June Financing (the “First Closing”) at which the Company issued, and the purchaser purchased, a Convertible Note with a principal amount of $500,000 and a Warrant to purchase 50,000 Warrant Shares.","evidence_source":"SEC 8-K Item 3.02/3.03","evidence_url":"https://www.sec.gov/Archives/edgar/data/1934245/000149315226027715/0001493152-26-027715-index.htm","confidence":0.9,"family_label":"Equity Issuances","details":[{"label":"Security","value":"convertible note"},{"label":"Consideration","value":"principal amount of $500,000"}],"fact_type":"equity_issuance"},{"claim_id":"850115843b9f2074a7de0a4c2284bbcc7f6dd73a","claim":"Newton Golf Company, Inc. issued 50,000 Warrant Shares of warrant.","evidence_excerpt":"On June 3, 2026, the Company completed the first closing of the June Financing (the “First Closing”) at which the Company issued, and the purchaser purchased, a Convertible Note with a principal amount of $500,000 and a Warrant to purchase 50,000 Warrant Shares.","evidence_source":"SEC 8-K Item 3.02/3.03","evidence_url":"https://www.sec.gov/Archives/edgar/data/1934245/000149315226027715/0001493152-26-027715-index.htm","confidence":0.9,"family_label":"Equity Issuances","details":[{"label":"Security","value":"warrant"},{"label":"Shares","value":"50,000 Warrant Shares"}],"fact_type":"equity_issuance"},{"claim_id":"2a2d939e9bb758c6f1f71764a551232a06cecfe3","claim":"Newton Golf Company, Inc. entered into Purchase Agreement with purchasers valued at up to $3,000,000 (effective 2026-05-28).","evidence_excerpt":"the Company entered into a securities purchase agreement (the “Purchase Agreement”), pursuant to which the Company agreed to sell and issue, and the purchasers agreed to purchase, from time to time, in one or more closings, on the terms and conditions contained in the Purchase Agreement, up to $3,000,000 of Convertible Notes and Warrants","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1934245/000149315226027715/0001493152-26-027715-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"purchasers"},{"label":"Value","value":"up to $3,000,000"},{"label":"Effective","value":"2026-05-28"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}