v3.26.1
NATURE OF THE ORGANIZATION AND BUSINESS
6 Months Ended
Jun. 30, 2026
Accounting Policies [Abstract]  
NATURE OF THE ORGANIZATION AND BUSINESS

NOTE 1 – NATURE OF THE ORGANIZATION AND BUSINESS

 

Organization and Business

 

TruGolf Holdings, Inc. (including its subsidiaries, “TruGolf”, “the Company,” “we,” “us,” or “our”) designs, develops, manufactures, and sells golf simulators and related software for residential and commercial applications.

 

On May 10, 2024, the Company formed TruGolf Links Franchising, LLC (“Links”), a wholly-owned subsidiary, to establish and sell franchises utilizing the Company’s indoor golf and recreational sports simulators.

 

On March 10, 2026, the Company completed its redomestication from Delaware to Nevada (the “Redomestication”). In connection with the Redomestication, the Company adopted new articles of incorporation and bylaws governed by Nevada law. At the effective time of the Redomestication, each outstanding share of the Company’s common stock and preferred stock converted into an equivalent corresponding share of the Nevada corporation, with no change in par value.

 

Reverse Stock Split

 

On March 27, 2026, the Company completed a 1-for-10 reverse stock split of the Class A common stock and Class B common stock of the Company’s issued and outstanding common stock, effective as of March 27, 2026 (the “2026 Reverse Stock Split”, and together with the 2025 Reverse Stock Split, the “Reverse Stock Split”) and began trading on a 2026 Reverse Stock Split-adjusted basis on Nasdaq on March 27, 2026. As a result of the 2026 Reverse Stock Split, the number of Class A common stock outstanding was reduced from 5,355,626 to approximately 535,563 and the number of Class B common stock outstanding was reduced from 199,999 to 19,999, and the number of authorized shares of Class A common stock was reduced from 1,000,000,000 shares to 100,000,000 shares, and the number of authorized shares of Class B common stock was reduced from 10,000,000 shares to 1,000,000 shares. All share amounts have been retroactively adjusted for the Reverse Stock Split.

 

Proportionate adjustments for the Reverse Stock Split were made to the exercise prices and number of shares issuable under the Company’s equity incentive plans, and the number of shares underlying outstanding equity awards and warrants, as applicable.