---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-26-046435"
form_type: "8-K"
ticker: "TRUG"
cik: "0001857086"
company_name: "TruGolf Holdings, Inc."
filed_at: "2026-10-09T12:33:51+00:00"
generated_at: "2026-10-12T15:16:56.820650+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# TruGolf closes Polymath acquisition, issuing 257,494 Class A shares and 136,956 Series C preferred

## Summary
- Polymath Research amalgamated into TruGolf's unit 18141991 Canada Inc. on Oct 8, 2026; Polymath holders received 257,494 Class A shares (19.99% of pre-deal shares) plus 136,956 Series C preferred.
- Series C preferred carries $1,000 stated value with conversion price cut from $3.94 to $11.82 per share; conversion blocked until stockholder and Nasdaq approvals, capped at 19.99% ownership.
- Concurrent financing: holders exercised Series B warrants for 3,278 Series B preferred shares, paying $2.95M for $3.278M stated value, and received new warrants for 3,000 additional shares.
- Series B preferred accrues 10% dividends (12.5% if paid in Class A stock) and converts at $10.00 with a $0.73 floor; price resets lower Oct 19, 2026 after the Sept 29 reverse split.
- Natalie Hirsch named CFO/COO at $275,000 salary, up to 50% bonus, 133,000 options; ex-CFO Steven Passey moved to VP-Finance of golf unit; director David Hackett gets $100,000 first-year fee.

## SEC filing metadata
- accession: 0001493152-26-046435
- form_type: 8-K
- ticker: TRUG
- cik: 0001857086
- company_name: TruGolf Holdings, Inc.
- filed_at: 2026-10-09T12:33:51+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 2.01, 3.02, 5.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1857086/000149315226046435/0001493152-26-046435-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1857086/000149315226046435/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-26-046435
- JSON: https://secwatch.observer/filing/0001493152-26-046435.json
- Plain text: https://secwatch.observer/filing/0001493152-26-046435.txt

## Key facts
- Executive change
  Natalie Hirsch was appointed as Chief Financial Officer and Chief Operating Officer at TruGolf Holdings, Inc..
  - Action: appointed
  - Role: Chief Financial Officer and Chief Operating Officer
  source text: Natalie Hirsch was appointed to serve as Chief Financial Officer and Chief Operating Officer,
  evidence_url: https://www.sec.gov/Archives/edgar/data/1857086/000149315226046435/0001493152-26-046435-index.htm
- Executive change
  David Hackett was appointed as Director at TruGolf Holdings, Inc..
  - Action: appointed
  - Role: Director
  source text: David Hackett was appointed to the Company’s Board of Directors effective on such date. In connection with his appointment, the Company and Mr. Hackett entered into an agreement pursuant to which the Company will pay Mr. Hackett a cash fee of $100,000 for his first year of Board service and $75,000 for each year thereafter,
  evidence_url: https://www.sec.gov/Archives/edgar/data/1857086/000149315226046435/0001493152-26-046435-index.htm
- Executive change
  Humphrey Polanen resigned as Director at TruGolf Holdings, Inc..
  - Action: resigned
  - Role: Director
  source text: Humphrey Polanen resigned from the Company’s Board of Directors effective on such date. Mr. Polanen’s resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1857086/000149315226046435/0001493152-26-046435-index.htm
- Executive change
  Steven Passey was appointed as Vice President – Finance of the Company’s golf division at TruGolf Holdings, Inc..
  - Action: appointed
  - Role: Vice President – Finance of the Company’s golf division
  source text: Steven Passey, the Company’s former Chief Financial Officer, was appointed to serve as the Company’s Vice President – Finance of the Company’s golf division.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1857086/000149315226046435/0001493152-26-046435-index.htm

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