AI brief of an SEC Form 8-K · Newton Golf Company, Inc. (NWTG)

Newton Golf to issue shares equal to 19.9% of outstanding stock for Nevada mining option

Negative Impact 4 of 5 m&a Written later

Newton Golf Company assumed Spartan Crest Capital's option to acquire 100% of the Pole Canyon Project, a group of 16 unpatented lode mining claims of about 330 acres in White Pine County, Nevada. In exchange, the company issued shares to Spartan Crest's designees equal to 19.9% of its shares outstanding before closing, and Spartan Crest gained the right to designate two independent directors, subject to board approval, and one executive officer.

Key points

  • Company issued shares equal to 19.9% of total outstanding Common Stock immediately before closing, under an agreement dated September 23, 2026.
  • Company assumed remaining option payments of $200,000, of which $165,000 is unpaid, payable over 24 months from the Option Agreement date, plus $200,000 in share consideration.
  • Option carries a 2.0% net smelter return royalty upon vesting.
  • Spartan Crest may designate two independent board members, subject to board approval, and one executive officer; the company agreed to file a resale registration statement within 45 days after closing.

The filing

CompanyNewton Golf Company, Inc. (NWTG)
Form8-K, current report
Filed with the SECSep 24, 2026, 8:00 AM ET
Accession number0001493152-26-044071

Items reported: 1.01 Material Definitive Agreement3.02 Unregistered Equity Sale

Read the filing on SEC.gov ↗

Written by AI on Nov 9, 2026, 11:44 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on September 24, 2026.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.