Current Report · Items 5.07, 9.01 · 8-K
SurgePays, Inc.
SURGNASDAQEQUITYCurrent
Submission of Matters to a Vote of Security Holders
Item 5.07. Submission of Matters to a Vote of Security Holders. On June 16, 2026, SurgePays, Inc. (the “ Company ”) held its annual meeting of stockholders (the “ Annual Meeting ”). At the Annual Meeting, an aggregate of 17,275,798 shares of voting common stock, or approximately 68.8% of the Company’s 25,121,895 total outstanding voting shares of common stock as of May 5, 2026, the record date for…
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Item 5.07Item 5.07 - Submission of Matters to Vote
Item
5.07. Submission of Matters to a Vote of Security Holders.
On
June 16, 2026, SurgePays, Inc. (the “ Company ”) held its annual meeting of stockholders (the “ Annual
Meeting ”). At the Annual Meeting, an aggregate of 17,275,798 shares of voting common stock, or approximately 68.8% of the
Company’s 25,121,895 total outstanding voting shares of common stock as of May 5, 2026, the record date for the Annual Meeting
(the “ Record Date ”), were present virtually at or were voted at the Annual Meeting, constituting a quorum. The following
proposals were voted on at the Annual Meeting (as described in greater detail in the Proxy Statement on Schedule 14A, filed with the
Securities and Exchange Commission on May 7, 2026 (the “ Proxy Statement ”)), with the results of such voting as set
forth below. Capitalized terms have the meanings given to such terms in the Proxy Statement, and this Form 8-K should be read in connection
with the Proxy Statement.
Proposal For Against Abstain/Withheld
1
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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
Proposal For Against Abstain/Withheld
2
Ratification of the appointment of TAAD, LLP as the 15,872,799 1,389,370 13,629
Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.
Proposal For Against Abstain/Withheld
3
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Approval of the terms of securities purchase agreements 10,076,231 1,127,018 421,854
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.
As
a result of the above voting, each of the proposals was approved by the requisite vote of the Company’s stockholders, and the four
directors set forth above were reelected to the Company’s Board of Directors.