Schwartz & Associates Reminds TruGolf (NASDAQ: TRUG) Investors of Sept. 28 Lead Plaintiff Deadline

Schwartz & Associates Reminds TruGolf (NASDAQ: TRUG) Investors of Sept. 28 Lead Plaintiff Deadline

Counsel of record in the first-filed securities class action encourages investors who purchased TruGolf Class A common stock between September 10, 2025 and May 20, 2026 to secure counsel before the September 28, 2026 deadline

ATLANTA, Sept. 9, 2026 / — Schwartz & Associates, P.C. reminds investors in TruGolf Holdings, Inc. (“TruGolf” or the “Company”) (NASDAQ: TRUG) that September 28, 2026 is the deadline to move the United States District Court for the District of Utah for appointment as lead plaintiff in the securities class action the firm filed, together with Utah counsel Parsons Behle & Latimer, against the Company, certain of its officers and directors, its independent auditor, and certain investors in the Company’s Series A Convertible Preferred Stock. The action is captioned LaChance v. TruGolf Holdings, Inc., et al., Case No. 1:26-cv-00119-JNP-CMR (D. Utah) (formerly Case No. 2:26-cv-00695), is pending before Chief District Judge Jill N. Parrish, and is the first-filed action against TruGolf arising from the conduct alleged. The complaint separately asserts shareholder derivative claims on behalf of the Company.

The class claims are brought on behalf of all persons and entities that purchased or otherwise acquired TruGolf Class A common stock between September 10, 2025 and May 20, 2026, inclusive (the “Class Period”).

What This Means for Investors

If you purchased or acquired TruGolf Class A common stock during the Class Period and lost money on your investment, you may be entitled to compensation. Schwartz & Associates, P.C. represents investors in this matter on a contingency-fee basis. There is no cost or obligation to speak with the firm about your rights.

What to Do Next

To discuss your rights, contact Schwartz & Associates, P.C. at (918) 238-6445 or contact@snalawyers.com, or complete the firm’s online shareholder screening form at https://trugolf.snalawyers.com. The form takes about ten minutes. Completing it does not obligate you to anything and does not create an attorney-client relationship.

You do not need to move for lead plaintiff to participate in the case. Your ability to share in any recovery is not affected by the decision whether to serve as lead plaintiff.

Why Schwartz & Associates

Schwartz & Associates, P.C. investigated this matter and drafted and filed the complaint. That investigation, conducted from the Company’s own SEC filings before any action was on file, identified, among other things:

  • that the Company’s April 15, 2026 Form 10-K overstated its outstanding Class A share count by 480,504 shares, or approximately 52%, and was amended two days later for the sole purpose of correcting that figure;
  • irreconcilable Class A share counts published by the Company for identical reporting dates, including for the December 31, 2025 balance-sheet date and the May 7, 2025 proxy record date;
  • that the share reserve required by the Series A financing would consume approximately 82% of the Company’s remaining authorized Class A shares; and
  • that at March 31, 2026 the Company reported stockholders’ equity of $2,508,089, which is $8,089, or three tenths of one percent, above the $2.5 million Nasdaq continued-listing minimum, while operating under a Nasdaq Mandatory Panel Monitor under which any new deficiency triggers expedited delisting proceedings.

The firm is counsel of record for the plaintiff, and Louis C. Schwartz was admitted pro hac vice in the District of Utah on July 29, 2026. Parsons Behle & Latimer serves as Utah local counsel of record under DUCivR 83-1.1(c).

Details of the Case

The complaint alleges that, throughout the Class Period, Defendants made materially false and misleading statements and omitted material facts concerning TruGolf’s capital structure, its Series A Convertible Preferred Stock, its financial reporting, and its Nasdaq listing compliance. Specifically, the complaint alleges that Defendants misrepresented or failed to disclose that:

  1. Series A preferred investors were continuously converting 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 the Company, TruGolf received real-time information concerning conversion activity, the shares being issued, and the resulting dilution;
  3. although TruGolf stated it was “unable to quantify” the maximum number of Class A shares issuable on conversion, it possessed the information necessary to disclose shares already issued, remaining stated value, accrued dividends, the then-effective conversion price, the required share reserve, pending conversion notices, and potential issuances at representative market prices;
  4. the April 15, 2026 Form 10-K overstated outstanding Class A shares by 480,504 shares, approximately 52%, and the Company published additional irreconcilable share counts for identical reporting dates;
  5. the proxy materials failed to disclose the scale and foreseeable consequences of the Class A issuances being authorized, including that the required reserve would consume approximately 82% of remaining authorized Class A shares;
  6. the April 30, 2026 Form 10-K amendment purported to identify every known holder of more than 5% of the Company’s stock while omitting the ATW-related investors whose outstanding Schedule 13G reported 9.9% beneficial ownership; and
  7. the Company 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 under those provisions.

The complaint alleges that the financing and related misstatements caused the Class A share count to more than double in less than five months, forced two reverse stock splits, and contributed to a decline of more than 98% in the split-adjusted price of TruGolf Class A common stock.

The complaint asserts claims under Sections 11 and 15 of the Securities Act of 1933; Sections 10(b), 14(a), and 20(a) of the Securities Exchange Act of 1934; and SEC Rules 10b-5 and 14a-9. It separately asserts derivative claims on behalf of the Company for breach of fiduciary duty, aiding and abetting breach of fiduciary duty, and unjust enrichment. The derivative claims are not subject to the PSLRA lead-plaintiff procedure described above.

No Class Has Been Certified

Until a class is certified, you are not represented by counsel unless you retain one. You may select counsel of your choice. You may also remain an absent class member and do nothing at this point. An investor’s ability to share in any potential future recovery is not dependent upon serving as lead plaintiff. The Court has not appointed a lead plaintiff or lead counsel, certified the proposed class, or ruled on the merits of any claim. All allegations remain subject to proof.

About Schwartz & Associates, P.C.

Schwartz & Associates, P.C. is an Atlanta-based corporate and securities law firm representing investors, executives, directors, and businesses in securities, corporate governance, capital markets, and complex commercial matters. For more information, visit https://www.snalawyers.com.

Attorney advertising. Prior results do not guarantee a similar outcome. Schwartz & Associates, P.C., 81 East Andrews Drive, Atlanta, Georgia 30305.

Contact:

Louis C. Schwartz, Esq.

Schwartz & Associates, P.C.

81 East Andrews Drive

Atlanta, Georgia 30305

(918) 238-6445

lou.schwartz@snalawyers.com

Investor inquiries: (918) 238-6445 | contact@snalawyers.com | https://trugolf.snalawyers.com

Erik A. Christiansen, Esq.

Parsons Behle & Latimer

201 South Main Street, Suite 1800

Salt Lake City, Utah 84111

(801) 536-6719

echristiansen@parsonsbehle.com

Utah local counsel of record

SOURCE Schwartz & Associates, P.C.

Related Links: https://www.snalawyers.com

Location

Atlanta, GA

Publish Date

2026-09-09

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