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Filing Details

Accession Number:: 0001493152-22-015787
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-06-03 09:29:39
Reporting Period:: 2021-11-11

Accepted Time:: 2022-06-03 09:29:39
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1392694	Surgepays Inc.	SURG	Services-Advertising (7310)	980550352

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1784994	Brian Kevin Cox	3124 Brother Blvd 104 Bartlett TN 38133	Chief Executive Officer	Yes	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, $0.001 Par Value Per Share	Acquisiton	2021-11-11	3,016,820	$0.00	3,437,794	No	4	C	Direct
Common Stock, $0.001 Par Value Per Share	Acquisiton	2021-11-11	561,758	$0.00	561,758	No	4	J	Indirect	SMDMM Funding, LLC
Common Stock, $0.001 Par Value Per Share	Acquisiton	2022-06-02	4,900	$4.39	3,442,694	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Direct
No	4	J	Indirect	SMDMM Funding, LLC
No	4	P	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series C Preferred	Disposition	2021-11-11	603,364	$0.00	3,016,820	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2019-06-30		No	4	C	Direct

Footnotes

On November 4, 2021, SurgePays, Inc. (the "Company"), closed on its firm commitment underwritten public offering (the "Offering") of shares of the Company's common stock, par value $0.001 per share (the "Common Stock"), and warrants to purchase shares of Common Stock. As disclosed in the final prospectus filed in connection with the Offering, following the closing of the Offering, on November 11, 2021 the Company issued (i) 3,016,820 shares of Common Stock to Mr. Cox pursuant to the conversion of shares of Series C Preferred Stock held by Mr. Cox and (ii) 561,758 shares of Common Stock to SMDMM Funding, LLC ("SMDMM"), an entity solely controlled by Mr. Cox, as the result of the conversion of $2,415,560 in principal and accrued interest owed to SMDMM. In addition to the final prospectus, the foregoing issuances were previously disclosed in the Company's Current Report on Form 8-K filed on November 17, 2021.
Note 1 continued - The ownership of these shares is also disclosed in Item 12 of the Company's Form 10-K filed on March 24, 2022.
The Company effected a reverse stock split at a ratio of 1-for-50 on November 2, 2021. The 3,437,794 share amount reported in this Item 6 is the sum of (i) the 21,048,724 shares directly owned by Mr. Cox as reported in his last Form 4 filed on September 14, 2021 divided by 50 which equals 420,974 shares plus the 3,016,820 shares issued pursuant to the conversion of the Series C Preferred Stock.
The shares acquired were purchased at various prices throughout the day. The price reflected is an average of the per share price from the trading day.
The Series C Preferred Stock shares had no expiration date. Following the conversions on November 11, 2021, there are no longer any shares of Series C Preferred Stock outstanding.