Recent Updates — SURG

SurgePays entered into a Prepaid Wireless Purchase Commitment with Zulie Venture Inc. (dba Etime system) on September 30, 2026. Under the terms of the agreement, Etime system committed to purchasing at least $4 million in prepaid wireless airtime and refill transactions monthly from SurgePays, totaling a minimum of $48 million over the initial twelve-month term running through September 30, 2027. The agreement includes automatic renewal provisions for successive one-year terms unless notice is given thirty days prior to expiration. Transactions began processing in October 2026 through SurgePays POS, its retail sales and payments business. SurgePays operates as a fintech company that launches and runs wireless brands, providing carrier access, technology, and payment services through its GrowthLine platform and operating the LinkUp Mobile brand.

SurgePays, Inc. received a letter from Nasdaq granting an additional 180-day compliance period until March 22, 2027, to regain adherence to the minimum $1.00 bid price requirement. This extension follows a previous deficiency notice dated March 23, 2026, and allows the company time to cure the shortfall, potentially through a reverse stock split. Nasdaq also confirmed compliance with the minimum stockholders' equity requirement under Listing Rule 5550(b)(1). Failure to meet the bid price standard by the new deadline may result in delisting, which could negatively impact liquidity, market price, and access to public capital markets. SurgePays operates in the financial technology industry, providing payment processing solutions.

SurgePays, Inc. dismissed TAAD LLP as its independent registered public accounting firm effective September 16, 2026, following Audit Committee approval. The former auditor's report on the fiscal year ended December 31, 2025, contained an explanatory paragraph noting substantial doubt regarding the company's ability to continue as a going concern; no other adverse opinions or disagreements existed. SurgePays engaged Sadler, Gibb & Associates, LLC as its new independent registered public accounting firm effective September 11, 2026. The company operates in the financial technology industry, providing payment processing solutions.

SurgePays, Inc. closed the sale of its ClearLine engagement platform and GPOX Wireless business to ClearLine Apps LLC, a subsidiary of GPO Plus, Inc., on September 10, 2026. The transaction involved a $27,500,000 purchase price paid entirely through the issuance of 25,000,000 shares of GPO Plus Series D Preferred Stock to SurgePays. Each preferred share is convertible into one share of GPO Plus common stock and carries no voting or preferential dividend rights. To mitigate risk, SurgePays entered into a Put Option Agreement with Emerald Shoals Targeted Opportunities Fund LP, granting the right to sell the preferred shares for $27,500,000 over a three-year and 90-day period following closing. The acquisition increased SurgePays' stockholders' equity above Nasdaq's listing requirements, allowing the company to address previous deficiencies in market value and bid price. SurgePays operates in the technology sector, providing payment processing and wireless solutions.