NEW YORK, Aug. 13, 2026 /PRNewswire/ — Pomerantz LLP announces that a class action lawsuit has been filed against TruGolf Holdings, Inc. (“TruGolf” or the “Company”) (NASDAQ: TRUG). Such investors are advised to contact Danielle Peyton at newaction@pomlaw.com or 646-581-9980, (or 888.4-POMLAW), toll-free, Ext. 7980. Those who inquire by e-mail are encouraged to include their mailing address, telephone number, and the number of shares purchased.
The class action concerns whether TruGolf and certain of its officers and/or directors have engaged in securities fraud or other unlawful business practices.
You have until September 28, 2026, to ask the Court to appoint you as Lead Plaintiff for the class if you purchased or otherwise acquired TruGolf securities during the Class Period. A copy of the Complaint can be obtained at www.pomerantzlaw.com.
[Click here for information about joining the class action]
A class action Complaint has been filed on behalf of investors in TruGolf Class A common stock, alleging that Defendants made materially false and/or misleading statements and/or failed to disclose material adverse facts concerning TruGolf’s capital structure, Series A Convertible Preferred Stock, financial reporting, and Nasdaq listing compliance. Specifically, the Complaint alleges that Defendants misrepresented and/or failed to disclose that: (1) Series A preferred investors were continuously converting their preferred shares into increasing numbers of Class A shares at floating and ratcheting conversion prices, causing massive ongoing dilution that Defendants continued to describe as a contingent or hypothetical future risk; (2) because each conversion required a written notice delivered to TruGolf, the Company received real-time information concerning the conversion activity, the number of shares being issued, and the resulting dilution of its public shareholders; (3) although TruGolf stated that it was “unable to quantify” the maximum number of Class A shares issuable upon conversion, the Company possessed information that would have allowed it to disclose the shares already issued, remaining stated value, accrued dividends, then-effective conversion price, required share reserve, pending conversion notices, and potential issuances at representative market prices; (4) TruGolf’s April 15, 2026 Form 10-K overstated the number of its outstanding Class A shares by 480,504 shares, or approximately 52%, and the Company published additional irreconcilable Class A share counts for identical reporting dates; (5) TruGolf’s proxy materials failed to disclose the scale and foreseeable consequences of the Class A share issuances being authorized, including that the required share reserve would consume approximately 82% of the Company’s remaining authorized Class A shares and expose the Company to continued dilution and Nasdaq listing risk; (6) TruGolf’s April 30, 2026 Form 10-K amendment purported to identify every person known by the Company to beneficially own more than 5% of its stock while omitting the ATW-related investors whose outstanding Schedule 13G reported beneficial ownership of 9.9%; and (7) TruGolf failed to disclose the complete economic operation of the Series A Preferred Stock, including its alternate conversion prices, triggering-event provisions, default rate, floor price, five-year dividend make- whole provisions, and the number of discounted Class A shares issued through those provisions.
The Complaint alleges that this financing and the related misstatements caused TruGolf’s Class A share count to more than double in less than five months, forced the Company to complete two reverse stock splits, and contributed to a decline of more than 98% in the split-adjusted price of TruGolf’s Class A common stock.
Pomerantz LLP, with offices in New York, Chicago, Los Angeles, London, Paris, and Tel Aviv, is acknowledged as one of the premier firms in the areas of corporate, securities, and antitrust class litigation. Founded by the late Abraham L. Pomerantz, known as the dean of the class action bar, Pomerantz pioneered the field of securities class actions. Today, more than 85 years later, Pomerantz continues in the tradition he established, fighting for the rights of the victims of securities fraud, breaches of fiduciary duty, and corporate misconduct. The Firm has recovered numerous multimillion-dollar damages awards on behalf of class members. See www.pomlaw.com.
Attorney advertising. Prior results do not guarantee similar outcomes.
CONTACT:
Danielle Peyton
Pomerantz LLP
dpeyton@pomlaw.com
646-581-9980 ext. 7980
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SOURCE Pomerantz LLP
