SUBSEQUENT EVENTS	3 Months Ended
Mar. 31, 2026
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 15 – SUBSEQUENT EVENTS On April 6, 2026, the Company received a deficiency letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC notifying the Company that it is not in compliance with Nasdaq Listing Rule 5550(b)(1) which requires the Company to maintain a minimum of $2,500,000 in stockholders’ equity for continued listing on The Nasdaq Capital Market. In accordance with Nasdaq Listing Rules, the Company has been provided an initial period of 45 calendar days, or until May 21, 2026, to submit a plan to regain compliance with the Stockholders’ Equity Requirement. Subsequent to the receipt of the Notice, and prior to that deadline, the Company intends to submit a plan to regain compliance with the Stockholders’ Equity Requirement to Nasdaq. If the Company’s compliance plan is accepted by Nasdaq, then Nasdaq may, in its discretion, grant the Company up to 180 calendar days from the date of the Notice, or until October 3, 2026, to evidence compliance. Neither the Notice nor the Company’s non-compliance have an immediate effect on the listing or trading of the Company’s common stock, which will continue to trade under the symbol “NWTG.” However, there can be no assurance that the Company’s plan will be accepted or that if it is, the Company will be able to regain compliance. If the Company’s plan to regain compliance is not accepted, or if it is and the Company does not regain compliance within 180 days from the date of the Notice, or if the Company fails to satisfy another Nasdaq requirement for continued listing, Nasdaq could provide notice that the Company’s common stock will become subject to delisting. On March 16, 2026, the Company entered into the Purchase Agreement, pursuant to which the Company agreed to issue, at one or more closings, Convertible Notes in an aggregate funded amount of up to $2,000,000 and Warrants to purchase shares of the Company’s common stock at an exercise price of $1.75 per share, subject to adjustment from time to time. In connection with the initial closing on March 16, 2026, the Company issued a Convertible Note to entities affiliated with a member of the Company’s Board of Directors in the aggregate principal amount of $500,000. Subsequent to March 31, 2026, the Company issued additional Convertible Notes in the aggregate principal amount of $850,000 to unrelated third-party investors pursuant to the previously disclosed Purchase Agreement dated March 16, 2026 (see Note 8). The Convertible Notes were issued together with corresponding Warrants to purchase shares of the Company’s common stock on substantially similar terms to those previously disclosed (see Note 9). Subsequent to March 31, 2026, the Company granted stock options to a consultant to purchase 20,000 shares of common stock for services to be rendered. The options have an exercise price of $1.25 per share, and expire in five years, cliff vesting equally over four years from grant date. The total fair value of these options at the grant date was approximately $21,000 using the Black-Scholes option pricing model.

SUBSEQUENT EVENTS

3 Months Ended

Mar. 31, 2026

NOTE 15 – SUBSEQUENT EVENTS

On April 6, 2026, the Company received a deficiency letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC notifying the Company that it is not in compliance with Nasdaq Listing Rule 5550(b)(1) which requires the Company to maintain a minimum of $2,500,000 in stockholders’ equity for continued listing on The Nasdaq Capital Market. In accordance with Nasdaq Listing Rules, the Company has been provided an initial period of 45 calendar days, or until May 21, 2026, to submit a plan to regain compliance with the Stockholders’ Equity Requirement. Subsequent to the receipt of the Notice, and prior to that deadline, the Company intends to submit a plan to regain compliance with the Stockholders’ Equity Requirement to Nasdaq. If the Company’s compliance plan is accepted by Nasdaq, then Nasdaq may, in its discretion, grant the Company up to 180 calendar days from the date of the Notice, or until October 3, 2026, to evidence compliance. Neither the Notice nor the Company’s non-compliance have an immediate effect on the listing or trading of the Company’s common stock, which will continue to trade under the symbol “NWTG.” However, there can be no assurance that the Company’s plan will be accepted or that if it is, the Company will be able to regain compliance. If the Company’s plan to regain compliance is not accepted, or if it is and the Company does not regain compliance within 180 days from the date of the Notice, or if the Company fails to satisfy another Nasdaq requirement for continued listing, Nasdaq could provide notice that the Company’s common stock will become subject to delisting.

On March 16, 2026, the Company entered into the Purchase Agreement, pursuant to which the Company agreed to issue, at one or more closings, Convertible Notes in an aggregate funded amount of up to $2,000,000 and Warrants to purchase shares of the Company’s common stock at an exercise price of $1.75 per share, subject to adjustment from time to time. In connection with the initial closing on March 16, 2026, the Company issued a Convertible Note to entities affiliated with a member of the Company’s Board of Directors in the aggregate principal amount of $500,000.

Subsequent to March 31, 2026, the Company issued additional Convertible Notes in the aggregate principal amount of $850,000 to unrelated third-party investors pursuant to the previously disclosed Purchase Agreement dated March 16, 2026 (see Note 8). The Convertible Notes were issued together with corresponding Warrants to purchase shares of the Company’s common stock on substantially similar terms to those previously disclosed (see Note 9).

Subsequent to March 31, 2026, the Company granted stock options to a consultant to purchase 20,000 shares of common stock for services to be rendered. The options have an exercise price of $1.25 per share, and expire in five years, cliff vesting equally over four years from grant date. The total fair value of these options at the grant date was approximately $21,000 using the Black-Scholes option pricing model.

Newton Golf Company, Inc. 10-Q