{"filing":{"accession_number":"0001640334-26-001495","cik":"0001673475","ticker":"GPOX","company_name":"GPO Plus, Inc.","form":"8-K","filing_date":"2026-09-10","report_date":"2026-09-07","primary_document":"gpox_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1673475/000164033426001495/gpox_8k.htm"},"events":[{"id":32762,"run_id":30122,"accession_number":"0001640334-26-001495","anchor_item_number":"2.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"summary":"GPO Plus completed the acquisition of SurgePays' ClearLine engagement platform, media network, and GPOX Wireless business on September 10, 2026, for $27.5 million in Series D Preferred Stock consideration. The transaction was entered into via an Asset Purchase Agreement on September 7, 2026, and represents a significant capital deployment and strategic business combination.","company_name":"GPO Plus, Inc.","ticker":"GPOX","filing_date":"2026-09-10","form":"8-K","submitted_at":null,"items":[{"id":36018,"accession_number":"0001640334-26-001495","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"GPO Plus entered into an Asset Purchase Agreement on September 7, 2026, to acquire SurgePays' ClearLine engagement platform, media network, and GPOX Wireless business for $27.5 million in Series D Preferred Stock consideration. This is a material acquisition of operating assets disclosed under Item 1.01, representing a significant capital deployment and strategic business combination that would materially affect a reasonable investor's assessment of the company.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T10:02:20.999718+00:00","company_name":"","ticker":null,"filing_date":""},{"id":36019,"accession_number":"0001640334-26-001495","item_number":"2.01","item_title":"Completion of Acquisition or Disposition of Assets.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The disclosure explicitly states the completion of an acquisition on September 10, 2026, whereby the Company acquired assets from SurgePays through an Acquisition Subsidiary and issued Preferred Shares as consideration. This is a material acquisition event requiring disclosure under Item 2.01, representing a significant capital transaction and change in the Company's asset base.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T10:02:20.999718+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":32763,"run_id":30122,"accession_number":"0001640334-26-001495","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.9,"summary":"GPO Plus issued Series D Preferred Shares and Warrants to SurgePays and Emerald Shoals as acquisition consideration and financing, pursuant to an unregistered private placement under Section 4(a)(2) and Regulation D Rule 506(b). A Certificate of Designation for the Series D Preferred Stock was filed on September 10, 2026, establishing the rights and preferences of the new equity class.","company_name":"GPO Plus, Inc.","ticker":"GPOX","filing_date":"2026-09-10","form":"8-K","submitted_at":null,"items":[{"id":36020,"accession_number":"0001640334-26-001495","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses an unregistered sale of equity securities (Preferred Shares and Warrant) to SurgePays and Emerald Shoals under Section 4(a)(2) and Regulation D Rule 506(b). This is a private placement of equity securities, which is a classic dilutive issuance event material to investors assessing ownership dilution and capital structure changes.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T10:02:20.999718+00:00","company_name":"","ticker":null,"filing_date":""},{"id":36021,"accession_number":"0001640334-26-001495","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"The filing discloses a Certificate of Designation for Series D Preferred Stock filed on September 10, 2026, with rights and preferences detailed in Item 1.01. While Item 5.03 formally addresses amendments to articles of incorporation, the substance here is the creation of a new class of preferred equity securities with designated rights, which signals a dilutive capital raise or restructuring. The cross-reference to Items 1.01 and 2.01 suggests this is part of a broader M\u0026A or financing transaction that would materially affect existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T10:02:20.999718+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":36018,"accession_number":"0001640334-26-001495","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"GPO Plus entered into an Asset Purchase Agreement on September 7, 2026, to acquire SurgePays' ClearLine engagement platform, media network, and GPOX Wireless business for $27.5 million in Series D Preferred Stock consideration. This is a material acquisition of operating assets disclosed under Item 1.01, representing a significant capital deployment and strategic business combination that would materially affect a reasonable investor's assessment of the company.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T10:02:20.999718+00:00","company_name":"GPO Plus, Inc.","ticker":"GPOX","filing_date":"2026-09-10"},{"id":36019,"accession_number":"0001640334-26-001495","item_number":"2.01","item_title":"Completion of Acquisition or Disposition of Assets.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The disclosure explicitly states the completion of an acquisition on September 10, 2026, whereby the Company acquired assets from SurgePays through an Acquisition Subsidiary and issued Preferred Shares as consideration. This is a material acquisition event requiring disclosure under Item 2.01, representing a significant capital transaction and change in the Company's asset base.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T10:02:20.999718+00:00","company_name":"GPO Plus, Inc.","ticker":"GPOX","filing_date":"2026-09-10"},{"id":36020,"accession_number":"0001640334-26-001495","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses an unregistered sale of equity securities (Preferred Shares and Warrant) to SurgePays and Emerald Shoals under Section 4(a)(2) and Regulation D Rule 506(b). This is a private placement of equity securities, which is a classic dilutive issuance event material to investors assessing ownership dilution and capital structure changes.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T10:02:20.999718+00:00","company_name":"GPO Plus, Inc.","ticker":"GPOX","filing_date":"2026-09-10"},{"id":36021,"accession_number":"0001640334-26-001495","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"The filing discloses a Certificate of Designation for Series D Preferred Stock filed on September 10, 2026, with rights and preferences detailed in Item 1.01. While Item 5.03 formally addresses amendments to articles of incorporation, the substance here is the creation of a new class of preferred equity securities with designated rights, which signals a dilutive capital raise or restructuring. The cross-reference to Items 1.01 and 2.01 suggests this is part of a broader M\u0026A or financing transaction that would materially affect existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-11T10:02:20.999718+00:00","company_name":"GPO Plus, Inc.","ticker":"GPOX","filing_date":"2026-09-10"}]}