{"filing":{"accession_number":"0001104659-26-082646","cik":"0001847064","ticker":"PSQH-WT","company_name":"PSQ Holdings, Inc.","form":"8-K","filing_date":"2026-07-10","report_date":null,"primary_document":"tm2620162d2_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1847064/000110465926082646/tm2620162d2_8k.htm"},"events":[{"id":17303,"run_id":15485,"accession_number":"0001104659-26-082646","anchor_item_number":"5.07","event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.95,"summary":"PSQ Holdings held its Annual Meeting on July 9, 2026, with shareholders voting on four proposals: election of three Class III directors (James Celli, Davis Pilot III, and Donald J. Trump Jr.), ratification of UHY LLP as independent auditor, approval of a 1-for-15 reverse stock split, and approval of the Amended and Restated 2023 Stock Incentive Plan. All proposals passed with detailed vote tallies disclosed.","company_name":"PSQ Holdings, Inc.","ticker":"PSQH-WT","filing_date":"2026-07-10","form":"8-K","submitted_at":null,"items":[{"id":15697,"accession_number":"0001104659-26-082646","item_number":"5.07","item_title":"Submission of Matters to a Vote of Security Holders.","event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"Item 5.07 discloses the results of PSQ Holdings' July 9, 2026 Annual Meeting, including voting outcomes on four proposals: election of three Class III directors (James Celli, Davis Pilot III, and Donald J. Trump Jr.), ratification of UHY LLP as independent auditor, approval of a 1-for-15 reverse stock split, and approval of the Amended and Restated 2023 Stock Incentive Plan. The filing provides detailed vote tallies (for, against, abstentions, broker non-votes) for each proposal, which is the core disclosure required under Item 5.07 for shareholder meeting results. The reverse stock split approval is material as it addresses NYSE listing compliance and potential index eligibility.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T20:03:36.714411+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":17304,"run_id":15485,"accession_number":"0001104659-26-082646","anchor_item_number":"5.03","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"summary":"PSQ Holdings implemented a 1-for-15 reverse stock split, approved by stockholders on July 9, 2026, filed with the Delaware Secretary of State on July 10, 2026, and effective July 13, 2026. The amendment to the Restated Certificate of Incorporation is intended to regain NYSE compliance with minimum share price requirements and satisfy Russell Index eligibility thresholds.","company_name":"PSQ Holdings, Inc.","ticker":"PSQH-WT","filing_date":"2026-07-10","form":"8-K","submitted_at":null,"items":[{"id":15694,"accession_number":"0001104659-26-082646","item_number":"3.03","item_title":"Material","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"PSQ Holdings announced a 1-for-15 reverse stock split effective July 13, 2026, which modifies the rights and structure of security holders' equity. While Item 3.03 addresses \"Material Modifications to Rights of Security Holders,\" this is fundamentally a governance/capital structure event rather than a traditional governance category (not an executive change, auditor change, or shareholder vote result). The reverse split is material to investors as it affects share price, index eligibility, NYSE compliance, and the investor base, though it does not change underlying economic value per shareholder.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T20:03:36.714411+00:00","company_name":"","ticker":null,"filing_date":""},{"id":15696,"accession_number":"0001104659-26-082646","item_number":"5.03","item_title":"Amendments","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"This disclosure reports the implementation of a 1-for-15 reverse stock split approved by stockholders on July 9, 2026, and filed with the Delaware Secretary of State on July 10, 2026, effective July 13, 2026. The filing is made under Item 5.03 (Amendments to Articles of Incorporation or Bylaws) and involves a material amendment to the Company's Restated Certificate of Incorporation. While reverse stock splits are structural governance matters, this event is material to investors as it affects share price, listing compliance with NYSE minimum price requirements, and potential Russell Index eligibility—all factors that influence institutional investment decisions and shareholder value perception.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T20:03:36.714411+00:00","company_name":"","ticker":null,"filing_date":""},{"id":15698,"accession_number":"0001104659-26-082646","item_number":"7.01","item_title":"Regulation","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"PSQ Holdings announced a 1-for-15 reverse stock split effective July 13, 2026, disclosed via press release under Item 7.01 (Regulation FD Disclosure). While reverse stock splits are structural capital transactions, this filing does not fit the specific financial event types (debt issuance, dividend distribution, dilutive issuance, etc.). The split is intended to regain NYSE compliance with minimum share price requirements and satisfy Russell index eligibility thresholds—governance and listing-related objectives. This is material to investors as it affects share structure, trading price, and index eligibility prospects, though it is fundamentally a governance/structural matter rather than a core financial or operational event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T20:03:36.714411+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":17305,"run_id":15485,"accession_number":"0001104659-26-082646","anchor_item_number":"5.02","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.75,"summary":"Stockholders approved the Amended and Restated 2023 Stock Incentive Plan, which increased authorized shares by 1,000,000 and added provisions for performance-based awards to officers and directors.","company_name":"PSQ Holdings, Inc.","ticker":"PSQH-WT","filing_date":"2026-07-10","form":"8-K","submitted_at":null,"items":[{"id":15695,"accession_number":"0001104659-26-082646","item_number":"5.02","item_title":"Departure of Certain Officers; Election","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The Item 5.02 disclosure centers on stockholder approval of the Amended and Restated 2023 Stock Incentive Plan, which increased authorized shares by 1,000,000 and added provisions for performance-based awards. This is a compensatory arrangement affecting equity awards available to officers and directors. While the supplemental exhibit discusses a reverse stock split (a capital structure event), the Item 5.02 filing itself is focused on the plan amendment and shareholder approval of compensation-related provisions.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T20:03:36.714411+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":15694,"accession_number":"0001104659-26-082646","item_number":"3.03","item_title":"Material","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"PSQ Holdings announced a 1-for-15 reverse stock split effective July 13, 2026, which modifies the rights and structure of security holders' equity. While Item 3.03 addresses \"Material Modifications to Rights of Security Holders,\" this is fundamentally a governance/capital structure event rather than a traditional governance category (not an executive change, auditor change, or shareholder vote result). The reverse split is material to investors as it affects share price, index eligibility, NYSE compliance, and the investor base, though it does not change underlying economic value per shareholder.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T20:03:36.714411+00:00","company_name":"PSQ Holdings, Inc.","ticker":"PSQH-WT","filing_date":"2026-07-10"},{"id":15695,"accession_number":"0001104659-26-082646","item_number":"5.02","item_title":"Departure of Certain Officers; Election","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The Item 5.02 disclosure centers on stockholder approval of the Amended and Restated 2023 Stock Incentive Plan, which increased authorized shares by 1,000,000 and added provisions for performance-based awards. This is a compensatory arrangement affecting equity awards available to officers and directors. While the supplemental exhibit discusses a reverse stock split (a capital structure event), the Item 5.02 filing itself is focused on the plan amendment and shareholder approval of compensation-related provisions.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T20:03:36.714411+00:00","company_name":"PSQ Holdings, Inc.","ticker":"PSQH-WT","filing_date":"2026-07-10"},{"id":15696,"accession_number":"0001104659-26-082646","item_number":"5.03","item_title":"Amendments","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"This disclosure reports the implementation of a 1-for-15 reverse stock split approved by stockholders on July 9, 2026, and filed with the Delaware Secretary of State on July 10, 2026, effective July 13, 2026. The filing is made under Item 5.03 (Amendments to Articles of Incorporation or Bylaws) and involves a material amendment to the Company's Restated Certificate of Incorporation. While reverse stock splits are structural governance matters, this event is material to investors as it affects share price, listing compliance with NYSE minimum price requirements, and potential Russell Index eligibility—all factors that influence institutional investment decisions and shareholder value perception.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T20:03:36.714411+00:00","company_name":"PSQ Holdings, Inc.","ticker":"PSQH-WT","filing_date":"2026-07-10"},{"id":15697,"accession_number":"0001104659-26-082646","item_number":"5.07","item_title":"Submission of Matters to a Vote of Security Holders.","event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"Item 5.07 discloses the results of PSQ Holdings' July 9, 2026 Annual Meeting, including voting outcomes on four proposals: election of three Class III directors (James Celli, Davis Pilot III, and Donald J. Trump Jr.), ratification of UHY LLP as independent auditor, approval of a 1-for-15 reverse stock split, and approval of the Amended and Restated 2023 Stock Incentive Plan. The filing provides detailed vote tallies (for, against, abstentions, broker non-votes) for each proposal, which is the core disclosure required under Item 5.07 for shareholder meeting results. The reverse stock split approval is material as it addresses NYSE listing compliance and potential index eligibility.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T20:03:36.714411+00:00","company_name":"PSQ Holdings, Inc.","ticker":"PSQH-WT","filing_date":"2026-07-10"},{"id":15698,"accession_number":"0001104659-26-082646","item_number":"7.01","item_title":"Regulation","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"PSQ Holdings announced a 1-for-15 reverse stock split effective July 13, 2026, disclosed via press release under Item 7.01 (Regulation FD Disclosure). While reverse stock splits are structural capital transactions, this filing does not fit the specific financial event types (debt issuance, dividend distribution, dilutive issuance, etc.). The split is intended to regain NYSE compliance with minimum share price requirements and satisfy Russell index eligibility thresholds—governance and listing-related objectives. This is material to investors as it affects share structure, trading price, and index eligibility prospects, though it is fundamentally a governance/structural matter rather than a core financial or operational event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T20:03:36.714411+00:00","company_name":"PSQ Holdings, Inc.","ticker":"PSQH-WT","filing_date":"2026-07-10"}]}
