SurgePays, Inc. — fact timeline

SurgePays, Inc. shareholders approved Approval of terms of securities purchase agreements and issuance of shares over 20% at the 2026-06-16 meeting.

“Proposal 3 For Against Abstain/Withheld Approval of the terms of securities purchase agreements entered into between the Company and certain institutional investors (the “ Investors ”) in 2025 and 2026, the transactions contemplated thereby (the “ Transactions ”), and the issuance of shares of common stock to the Investors in the Transactions equal to 20% or more of the Company’s common stock. 10,076,231 1,127,018 421,854”

SurgePays, Inc. shareholders approved Ratification of the appointment of TAAD, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026 at the 2026-06-16 meeting.

“Proposal 2 For Against Abstain/Withheld Ratification of the appointment of TAAD, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. 15,872,799 1,389,370 13,629”

SurgePays, Inc. shareholders approved Election of Directors at the 2026-06-16 meeting.

“Proposal 1 For Against Abstain/Withheld Election of Directors Kevin Brian Cox 10,084,499 0 1,540,604 David N. Keys 9,956,546 0 1,668,557 David May 10,015,873 0 1,609,230 Laurie Weisberg 9,843,283 0 1,781,820”

SurgePays, Inc. incurred convertible notes of $500,000 at 14.5% per annum maturing 24 months following the issue date.

“Effective as of June 16, 2026, SurgePays, Inc. (the “ Company ”) entered into a secured note purchase agreement with an investor (the “ NPA ”), pursuant to which the Company sold, and the investor purchased, a promissory note in the original principal amount of $500,000 (the “ Note ”).”

SurgePays, Inc. entered into NPA valued at $500,000 (effective 2026-06-16).

“Effective as of June 16, 2026, SurgePays, Inc. (the “ Company ”) entered into a secured note purchase agreement with an investor (the “ NPA ”), pursuant to which the Company sold, and the investor purchased, a promissory note in the original principal amount of $500,000 (the “ Note ”).”

SurgePays, Inc. reported the quarter ended March 31, 2026 results: revenue approximately $16.0 million, net income Net loss available to common stockholders totaled approximately $12.1 million.

“Act, except as shall be expressly set forth by specific reference in such filing. --- EX-99.1 (EX-99.1) --- SurgePays Reports First Quarter 2026 Revenue of Approximately $16 Million, Up 51% Year-Over-Year Driven by Point of Sale and Prepaid Services Growth of 71% May 15, 2026 09:00 ET | Source: SurgePays, Inc. Cost discipline initiated in 2025 drove G&A”

SurgePays, Inc. reported financial results for year ended December 31, 2025.

“Revenue totaled approximately $57.0 million, compared to $60.9 million in 2024”

SurgePays, Inc. issued 800,000 shares of common stock to Brian Cox for $1.25/share.

“On or about March 23, 2026, the Company issued 800,000 shares (the “ Shares ”) of Company common stock to Brian Cox, the Company’s CEO and Chairman, at $1.25/share as the Shares were issued in satisfaction of $1,000,000 owed by the Company to Mr. Cox under the consolidated promissory note issued on or about March 12, 2024.”

SurgePays, Inc. received a nasdaq delisting notice notice regarding minimum bid price.

“March 23, 2026, the Company received a written notice (the “ Bid Price Notice ” and together with the MVLS Notice collectively the “ Notices ”) from the Nasdaq Listing Qualifications Department indicating that the Company is not in compliance with the $1.00 minimum bid price requirement (the “ Bid Price Requirement ”) set forth in the Rules. The Notice has no immediate effect on the listing or trading of the Company’s securities, except that an indicator will be displayed with quotation information related to the Company’s securities on NASDAQ.com and NASDAQTrader.com and may be displayed by o”

SurgePays, Inc. received a nasdaq delisting notice notice regarding market value.

“March 18, 2026, SurgePays, Inc. (the “ Company ”) received a written notice (the “ MVLS Notice ”) from the Listing Qualifications Department of The Nasdaq Stock Market (“ Nasdaq ”) indicating that the Company no longer meets the minimum market value of listed securities (“ MVLS ”) of $35,000,000 (the “ MVLS Requirement ”) set forth in Nasdaq’s Listing Rules (the “ Rules ”). On March 23, 2026, the Company received a written notice (the “ Bid Price Notice ” and together with the MVLS Notice collectively the “ Notices ”) from the Nasdaq Listing Qualifications Department indicating that the Compan”

SurgePays, Inc. entered into Underwriting Agreement with R.F. Lafferty & Co., Inc. valued at aggregate gross proceeds of approximately $2.5 million (effective 2026-01-20).

“On January 20, 2026, SurgePays, Inc. (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with R.F. Lafferty & Co., Inc., the sole book-running manager and underwriter (the “Underwriter”), relating to an underwritten offering (the “Offering”) of 2,000,000 shares (the “Shares”) of common stock, par value $0.001 per share, of the Company (the “Common Stock”) at a price to the public of $1.25 per share (the “Share Purchase Price”), for aggregate gross proceeds of approximately $2.5 million, before deducting underwriting discounts and commissions and the other estimated Offering expenses.”

SurgePays, Inc. engaged TAAD, LLP as its auditor.

“On May 23, 2025, the Audit Committee of the Company’s Board of Directors engaged TAAD, LLP as the Company’s independent registered public accounting firm.”

Rodefer Moss & Co, PLLC resigned as auditor of SurgePays, Inc..

“On May 19, 2025, SurgePays, Inc. (“SurgePays”, “we”, the “Company”) was notified by Rodefer Moss & Co, PLLC (“Rodefer”) that Rodefer had resigned as the Company’s independent registered public accounting firm.”

SurgePays, Inc. incurred senior notes of $6,999,999 with Funicular Funds, LP at 1.25% per month (15% per annum) maturing May 12, 2027.

“On May 12, 2025, SurgePays, Inc., a Nevada corporation (the " Company ") and certain subsidiaries of the Company as guarantors (the “Guarantors”, and collectively with the Company, the “Note Parties”), entered into a Senior Secured Note Purchase Agreement (the “NPA”) with Funicular Funds, LP (the “Investor”), pursuant to which the Company issued a Senior Secured Convertible Note in the original principal amount of $6,999,999 (the “Note”).”

SurgePays, Inc. shareholders approved Ratification of the selection of Rodefer Moss & Co., PLLC as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024 at the 2024-04-18 meeting.

“Ratification of the selection of Rodefer Moss & Co., PLLC as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024 13,169,695 99.7 % 44,558 188,732 -”

SurgePays, Inc. shareholders approved Election of Kevin Brian Cox, David N. Keys, David May, Laurie Weisberg and Richard Schurfeld as directors to each serve a term on the Board expiring at the 2025 annual meeting at the 2024-04-18 meeting.

“Election of Kevin Brian Cox 7,537,934 94.7 % 422,777 5.3 % 5,442,274 Election of David N. Keys 7,175,902 90.1 % 784,809 9.9 % 5,442,274 Election of David May 7,674,905 96.4 % 285,806 3.6 % 5,442,274 Election of Laurie Weisberg 7,206,606 90.5 % 754,105 9.5 % 5,442,274 Election of Richard Schurfeld 7,175,590 90.1 % 785,121 9.9 % 5,442,274”

SurgePays, Inc. entered into Underwriting Agreement with Titan Partners Group, a division of American Capital Partners valued at Sale of 2,678,571 shares of common stock at $5.60 per share, with option for up to 401,785 additiona (effective 2024-01-17).

“On January 17, 2024, SurgePays, Inc., a Nevada corporation (the " Company "), entered into an underwriting agreement (the " Underwriting Agreement ") with Titan Partners Group, a division of American Capital Partners, as representative of the underwriters named therein (the " Underwriters ") relating to the issuance and sale of 2,678,571 shares (the " Shares ") of the Company's common stock, par value $0.001 per share (the " Offering ").”

Jeremy Gies was appointed as President at SurgePays, Inc..

“On January 8, 2024, the board of directors of SurgePays, Inc., (the “ Company ”) authorized the appointment of Jeremy Gies to the position of President of the Company, effective immediately.”

SurgePays, Inc. shareholders approved Ratification of the selection of Rodefer Moss & Co., PLLC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. at the 2023-09-28 meeting.

“Ratification of the selection of Rodefer Moss & Co., PLLC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 10,037,809 99.95 % 4,451 55,413 -”

SurgePays, Inc. shareholders approved Election of Kevin Brian Cox, David N. Keys, David May, Laurie Weisberg and Richard Schurfeld as directors to each serve a term on the Board of Directors of the Company expiring at the 2024 annual meeting of stockholders and until each of their successors is elected and qualified. at the 2023-09-28 meeting.

“With respect to the election of Kevin Brian Cox, David N. Keys, David May, Laurie Weisberg and Richard Schurfeld as directors to each serve a term on the Board of Directors of the Company (the “Board”) expiring at the 2024 annual meeting of stockholders and until each of their successors is elected and qualified, each nominee received the number of votes set forth opposite his or her name below. Number of Votes Total Votes For Percent of Votes For Votes Withheld Percent of Votes Withheld Broker Non-Votes Election of Kevin Brian Cox 6,993,199 99.08 % 64,588 0.92 % 3,039,886 Election of David N. Keys 6,920,111 98.05 % 137,676 1.95 % 3,039,886 Election of David May 6,947,322 98.43 % 110,465 1.57 % 3,039,886 Election of Laurie Weisberg 6,957,141 98.57 % 100,646 1.43 % 3,039,886 Election of Richard Schurfeld 6,956,996 98.57 % 100,791 1.43 % 3,039,886”

SurgePays, Inc. reported the second quarter ended June 30, 2023 results: net income over $6 million.

“While it’s annoying for shareholders to deal with these types of efforts, the effects should not last long when we are expecting to report a net income of over $6 million in the second quarter alone, and we are still in the early phases of our growth pattern.”

SurgePays, Inc. shareholders approved Non-binding advisory vote on the frequency of future advisory votes to approve the compensation of the Company's named executive officers at the 2023-03-07 meeting.

“Non-binding advisory vote on the frequency of future advisory votes to approve the compensation of the Company's named executive officers 727,910 136,255 6,071,940 341,779”

SurgePays, Inc. shareholders approved Non-binding advisory vote to approve compensation of the Company's named executive officers at the 2023-03-07 meeting.

“Non-binding advisory vote to approve compensation of the Company's named executive officers 6,852,594 97.24 % 193,930 231,360 2,784,132”

SurgePays, Inc. shareholders approved Approval of the 2022 Omnibus Securities and Incentive Plan at the 2023-03-07 meeting.

“Approval of the 2022 Omnibus Securities and Incentive Plan 6,712,971 94.85 % 364,467 200,446 2,784,132”

SurgePays, Inc. shareholders approved Ratification of the selection of Rodefer Moss & Co., PLLC as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022 at the 2023-03-07 meeting.

“Ratification of the selection of Rodefer Moss & Co., PLLC as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022 9,849,195 99.78 % 21,476 191,345 -”

SurgePays, Inc. shareholders approved Election of Kevin Brian Cox, David N. Keys, David May, Laurie Weisberg and Richard Schurfeld as directors at the 2023-03-07 meeting.

“Election of Kevin Brian Cox 7,056,768 96.96 % 221,116 3.04 % 2,784,132”

SurgePays, Inc. received a nasdaq deficiency notice notice regarding other (rules 5620(a), 5810(c)(2)(G)).

“January 5, 2023, SurgePays, Inc. (the “Company”), received a notification letter from the Listing Qualifications Staff of The NASDAQ Stock Market LLC (“Nasdaq”) indicating that, since the Company has not yet held an annual meeting of shareholders within twelve months of the end of its December 31, 2021 fiscal year, it is out of compliance with the Nasdaq rules for continued listing (Listing Rules 5620(a) and 5810(c)(2)(G)). The notification letter has no immediate effect on the listing of the Company’s securities on the Nasdaq Capital Market. Under the applicable Nasdaq rules, the Company now”

Richard Schurfeld was appointed as Director at SurgePays, Inc..

“On December 19, 2022, the Company appointed Richard Schurfeld as a member of the Board and to serve as a member of Audit Committee, Compensation Committee, and the Nominating and Corporate Governance Committee”

Laurie Weisberg was appointed as Director at SurgePays, Inc..

“On December 19, 2022, the Company appointed Laurie Weisberg as a member of the Board and to serve as a member of the Audit Committee, Compensation Committee, and the Nominating and Corporate Governance Committee”

Jay Jones resigned as Director at SurgePays, Inc..

“On December 19, 2022, Jay Jones, a member of the Board of Directors (the “Board”) of SurgePays, Inc. (the “Company”), notified the Company of his resignation as Director, with such resignation to become effective immediately.”

SurgePays, Inc. incurred credit facility of up to twenty-five million dollars ($25,000,000) with Affordable Connectivity Financing V Limited Liability Company at 9.85% fee maturing November 17, 2024.

“The Seller shall make available to Purchaser up to twenty-five million dollars ($25,000,000) in credit through November 17, 2024 (the “Maturity Date”).”

SurgePays, Inc. entered into Paying Agent Agreement with Ivy Dallas Funding, LLC valued at Paying Agent controls and administers a cash deposit account for receiving ACP and California Lifeli (effective 2022-11-17).

“In connection with the entrance into the Agreement, on November 17, 2022, the Seller, the Purchaser, and Ivy Dallas Funding, LLC (the “Paying Agent”) entered into the Paying Agent Agreement (the “Agent Agreement”).”

SurgePays, Inc. entered into Installment Sale Agreement with Affordable Connectivity Financing V Limited Liability Company valued at Up to $25,000,000 credit facility; initial $15,000,000 drawn; 9.85% profit margin; payable in 9 equa (effective 2022-11-17).

“On November 17, 2022, SurgePays, Inc. (the “Company”), two wholly-owned subsidiaries of the Company (SurgePhone Wireless LLC and Torch Wireless, collectively, the “Purchaser”) and Affordable Connectivity Financing V Limited Liability Company (the “Seller”) (an entity affiliated with Horizon Capital LLC) entered into an Installment Sale Agreement (the “Agreement”).”

Anthony P. Nuzzo, Jr. departed as President at SurgePays, Inc..

“Anthony P. Nuzzo, Jr., the President of SurgePays, Inc. (the “Company”), a member of the Company’s Board of Directors, and the Chief Executive Officer of LogicsIQ, Inc., a subsidiary of which the Company owns over 90%, died suddenly on March 18, 2022.”