We put small sensors on light poles. They count what moves past a corner. They never see faces, license plates, or who anyone is.

Our first customers are the companies that own digital billboards and roadside signs. They sell advertising based on how many people go by, and today most of that number is an estimate. We measure it instead, without ever identifying a single person.

That same corner, once it is measured, is worth something to a lot of other people too. Cities. Delivery fleets. Property owners. Insurers. The AI systems that need to know how the physical world actually behaves.

It is live in New Orleans right now. You can invest from $250.

Roads. Phone lines. The internet. The cloud. Every era has a layer somebody had to build before anything else could run on top of it.

The next layer is a live, continuous record of the physical world. Not a photo. Not a survey somebody ran last year. A record that updates every fraction of a second and never needs to know anyone’s name.

One node on a pole returns what class each object is, which way it is going, how fast, and how many, in under a tenth of a second.

New Orleans is live. A node is up on a pole at Jackson Square and has been measuring that street ever since. Data is streaming, with no names attached. It is a testbed. We are not billing product revenue from it.

Atlanta is under a signed letter of intent. Centennial Yards, a major redevelopment in downtown Atlanta, has signed an LOI with us for a corridor deployment. Our nodes co-locate on utility infrastructure already standing in that corridor, so there is no new structure to build before we mount. Our crews were on site this month. This is our first commercial deployment, and it is the one this raise funds.

Raleigh is in permitting. Kansas City is in planning. Both are plans, not commitments.

We are in the NVIDIA Inception program, which gives early-stage companies access to NVIDIA’s developer tools and technical resources. We won the ICW 2026 Championship, an audience vote among the companies presenting.

The hardware is built. The hardware is running. The open question is how fast we can put it up and get it under contract.

New Orleans is the proof that the install works. The node went on a pole that was already standing. No trenching, no new poles, no street closure. That matters more than it sounds like it does, because the cost and delay in this business is almost entirely in the civil work, and we skip it.

Atlanta is where that becomes a business. A signed LOI with Centennial Yards gets us into a corridor with an owner who wants the deployment. Co-locating on utility poles that are already energized and already standing means we are not waiting on a build. We are waiting on units. Every dollar in this round shortens that gap.

We have passed $250,000 on Wefunder, which unlocks additional promotion on the platform. Across this Wefunder round and our parallel offering to accredited investors, we have raised approximately $620,00 toward a $700,000 target.

Money and construction move together here. You are not funding a plan on paper. You are funding gear that goes on poles.

This is not a camera network.

Our sensors see shape and movement. Nothing else. They cannot record a face, a plate, or a fingerprint. The hardware is not capable of it. We call this anonymous by physics. Your privacy is not a promise in a policy someone could quietly change later. It is a property of the box.

Cities are turning down cameras and plate readers. That is exactly why they will talk to us. They get to see how their streets behave in real time, and nobody gets watched.

Measured, not watched.

Patterns, not people.

“The people who own digital signs need to know how many people actually went by. Cities need to know how their streets are behaving. Neither one needs to know who you are. We built an instrument that cannot tell them, and that turns out to be the whole advantage. The opportunity is not more data. It is the right kind of data. Data that runs all the time and never needs a name. That is what makes it usable at scale and worth more over time.”

MIGUEL JARAMILLO — CO-FOUNDER AND CEO

1. We install. The gear goes on structures that already stand.
2. We measure. Class, direction, speed, and count, all day, with no names.
3. We sell. A monthly subscription to the record that corner produces.

Digital out-of-home advertising in the United States is roughly a $3.4 billion market. A sign’s price depends on how many people pass it. Today that number usually comes from modeled estimates and old traffic studies.

Our first product, Surge Percept, replaces the estimate with a measurement. Anonymous, continuous, camera-free counts of who passed a sign and how. The sign owner can charge for verified audience instead of an estimate. The property owner hosting the sign gets the same number.

We start there for three reasons. The buyer already has a budget line for audience measurement. The buyer already owns or controls the structure we want to mount on. And the sales cycle is a commercial negotiation rather than a municipal procurement.

Atlanta is where this gets built first, on a corridor whose owner has already signed an LOI and whose poles are already in the ground.

Cities, fleets, insurers, and AI developers are real buyers for the same record. They are the second wave, not the first.

Think of a cell tower. One tower goes up. Several carriers pay to use it, year after year. The tower company’s economics are driven by how many tenants sit on each structure.

We are built the same way. A corner we have already instrumented and already pay to maintain can serve a second and third buyer at very little added cost. That is the model. Today most corners have one intended buyer, and adding tenants is work we still have to do.

At full scale, we expect each site to cost roughly ~$10,000 to install, down from about ~$70,000 on our earliest builds.

Gulp Data, an outside firm that appraises data assets, valued the data from a single fully built intersection at approximately $1.1 million per year. Two things about that number matter. It is the value across all buyers combined, not per buyer, so it should not be multiplied by the number of customers on a corner. And it is an appraisal of a mature, fully monetized node, not revenue we are earning today. Gulp built it conservatively and excluded real-time feeds, predictive analytics, unstructured data, and licensing for AI model training.

It is an estimate. It is not money in the bank, and we are not promising it.

“Traffic and movement data is one of the fastest rising categories we track. Demand is growing fast for live, high quality sensor data, because it feeds self-driving systems, traffic software, insurance models, and delivery planning. Surge and its partners are set up to produce the kind of steady, well organized data supply that financial markets are starting to treat as a real asset.”

LAUREN CASCIO — FOUNDING PARTNER, GULP DATA

A corner that is measured continuously can support retiming a light, spotting a dangerous turn before it produces a crash, and understanding how a curb actually gets used across a day.

We have not yet operated long enough, at enough sites, to publish outcome numbers of our own. When we have them, we will publish them.

We work with partners who already own poles, conduit, and the right to work in the street. That makes us faster and cheaper, with fewer permits, than building from scratch.

Our technology relationships are Cron AI for 3D sensing, Blue-Band for onboard AI, True North for digital models of cities, Gulp Data for data valuation and sales, and the NVIDIA Inception program. These are suppliers and program relationships, not customers.

Surge builds each regional network and keeps it running. The long-term structure we are working toward is that each region’s network is held by a local entity, so the money a street earns stays near that street, rather than being extracted to a headquarters somewhere else.

That structure is our intent, not a completed fact, and any future local ownership offering would have to be made separately and in compliance with securities law. Nothing in this memo is an offer of any such interest.

What you are buying here is an interest in Surge Holdings Inc., the company that designs, builds, operates, and licenses the technology behind every regional network, and that holds an interest in those networks.

This is early, and you should read it that way.

We do not yet have meaningful product revenue. Growth depends on how fast we install, how fast buyers sign, and how fast we can secure pole and right-of-way access city by city. Permits slip. Corridor discussions do not always close. Hardware costs at scale depend on volumes we have not yet reached.

The valuation figures in this memo are third-party estimates of potential, not results. Statements about future deployments are plans, not commitments.

We manage that by deploying in steps and by working with partners whose infrastructure is already in the ground.

Our team has built physical things in the physical world. City projects, project finance, and computing at the edge of the network.

Miguel Jaramillo, Co-Founder and CEO, has spent more than 20 years in city and roadway projects, including running business development at Integrated Roadways.

Brandon Richman, Co-Founder and CFO, has more than 20 years financing large infrastructure projects, at Black & Veatch and Diode Ventures.

John Cowan, Board Chair, helped start 6fusion and EDJX, two early edge computing companies.

James Thomason, CTO in Residence through Next Wave Partners, spent years in edge computing. He keeps the system built so many customers can draw from one node at once.

Our advisors bring the construction, capital, and property experience this rollout runs on. Marty Travers, 43 years at Black & Veatch and a Group President. Ben Buettell, Managing Partner at Next Wave Partners and 24 years at Houlihan Lokey. Matt Watkins, Reece Commercial Real Estate.

We are raising on a Safer, a Simple Agreement for Future Equity, Revised.

In plain terms: you are not buying stock today. You are buying the right to a payout later, structured so that you get the better of two outcomes.

+ If the company is sold or has another liquidity event, your Safer converts to equity at a locked post-money cap, so later rounds do not dilute your position the way a standard SAFE would.

+ Separately, cash payments can cover up to 90% of your position over time. The remaining 10% always converts to equity. You are never fully bought out.

+ Whichever path produces more for you is the one that governs.

This is a summary. The Safer agreement itself is the binding document, and you should read it in full before you invest.

Not just putting sensors up. Getting them under contract.

+ The Centennial Yards corridor build in Atlanta, our first commercial deployment

+ New sites and new markets after it, including Raleigh and Kansas City, subject to permitting and access

+ The software and reporting that customers pay for

+ Sales, turning live units into monthly subscriptions

+ Operating and maintaining the network

As the network grows, each site produces more of a record, serves more buyers, and is worth more over time.

This is not only a software problem. You have to work with cities, with the people who own the poles, and out on live streets. That is where most companies quit. That is where we have spent years.

AI is going to run on real-world data. The question is who owns that pipe and who gets paid for it.

We are a Public Benefit Corporation. That is a legal designation, not an accomplishment. So each year we intend to publish three numbers: close calls at the corners we cover, idle time where we have retimed lights, and how much of each network is locally held. We will publish them even when they look bad.

Help build something that makes streets safer, protects privacy by design, and pays the people who fund it.

Invest in Surge. Live now, from $250.

All investing carries risk, including the risk of losing your entire investment. Returns are not guaranteed. Read the full Safer terms and our Form C before investing.