NEXT-ChemX Corporation. (CHMX) SEC Filings

Next-ChemX Corporation created a new class of Series "B" Preferred Stock and issued 80,000 shares to its two main accredited investors, Ann Mollicone and Arastou Mahjoory, under Subscription Agreements dated June 22, 2026. The shares were purchased through cancellation of secured debt, reducing amounts owed to each investor by $200,000, for a total debt reduction of $400,000.

The investors amended existing Series "B" Preferred Convertible Promissory Notes, extending all affected note maturities up to and including December 31, 2026. Each Series "B" Preferred share is senior to common stock, is convertible into 500 common shares, and carries 500 votes, with no dividends. Mollicone and Mahjoory each hold 40,000 Series "B" shares, together controlling 40,000,000 votes, or approximately 58% of the company’s outstanding voting equity. As context, unrestricted common shares outstanding total 28,546,835, and Series "B" Preferred shares outstanding total 80,000.

NEXT-ChemX Corporation (CHMX) filed a restated Q3 2024 10-Q/A following the replacement of its former auditor BF Borgers with Fruci & Associates and a broader reaudit. The company reclassified its iTDE Technology from an indefinite-life to a finite-life intangible, recording $262,119 of amortization and reducing the asset’s carrying value to $2,579,631 as of September 30, 2024. It also corrected prior reporting of 20,000 Class A and 20,000 Class F preferred shares that were subscribed but never paid for, and added $308,365 to retained earnings.

NEXT-ChemX reported no revenues and a net loss of $1,320,269 for the nine months ended September 30, 2024, versus a $1,778,554 loss a year earlier, with an accumulated deficit of $7,832,379 and negative equity of $2,407,779. Current assets were $694,685 against current liabilities of $4,470,710, including $3,009,285 of accounts payable and accrued liabilities, while the company carried $1,220,004 of Series F convertible notes and $845,000 of conventional loans. Management discloses substantial doubt about the company’s ability to continue as a going concern and estimates it needs to raise about $3 million to fund operations and complete its lithium-extraction pilot plants.

NEXT-ChemX Corporation (CHMX) reported a Form 4 from a director showing termination of two unsigned subscription agreements dated 06/30/2025. The filing states a Subscription Agreement to purchase 10,000 shares of Series A Preferred Stock at $0.001 par (purchase price stated as $10,00 in the filing) and a separate Subscription Agreement to purchase 10,000 shares of Series F Preferred Stock for $10.00 were issued but never signed or executed and were terminated on 06/30/2025. The Form 4 records a disposition code "J" for both classes, with the reporting person showing 0 shares beneficially owned following the reported transactions. Series A Preferred would have carried 500 votes per share and convertible into 250 common shares per preferred if issued; Series F Preferred would have carried 1,000 votes per share and is not convertible, per the explanations in the filing.

John Michael Johnson, listed as President, CFO and a Director of NEXT-ChemX Corporation (CHMX), reported changes in his beneficial ownership. The filing shows prior indirect ownership of 1,311,445 common shares reflecting a 5.5% stake in a private controlling shareholder that holds 23,844,448 CHMX shares and is subject to ongoing litigation over an earlier Form 3 claim by Sparkie Properties LLC. Johnson holds 57,473 shares directly following earlier small acquisitions priced at $1 per share. On June 30, 2025 two Subscription Agreements for 10,000 Series A and 10,000 Series F preferred shares (each $0.001 par) were recorded as disposed, with both subscription agreements never executed and terminated the same day. The Series A would have carried 500 votes and conversion into 250 common shares per preferred; Series F would have carried 1,000 votes and was non-convertible. The report is signed by Johnson on October 2, 2025.

NEXT-ChemX Corporation reported amendments to insider transactions showing the company (listed as the reporting person) acquired preferred shares in two series. On 05/29/2024 the reporting person acquired 10,000 shares of Series A Preferred Stock for $0.001 per share (total reported consideration $10.00), leaving 10,000 Series A shares beneficially owned. Each Series A share carries 500 votes and is convertible into 250 shares of common stock at any time, with automatic conversion into common stock at that ratio if not converted by 5:00 P.M. Las Vegas time on January 1, 2026. On 09/23/2024 the reporting person acquired 10,000 shares of Series F Preferred Stock for $0.001 per share (10,000 shares beneficially owned). Each Series F share carries 1,000 votes and, per the filing, is not convertible. The Form is an amendment (4/A) with an amendment date of 10/02/2024 and includes a signature dated 10/01/2025 by Benton Wilcoxon.

John Michael Johnson, President and CFO and a director of NEXT-ChemX Corporation (CHMX), amended a Form 4 to report several transactions and holdings. The filing shows past common stock acquisitions (including 1,311,445 shares indirectly held, and additional direct purchases totaling 57,473 shares) and the issuance/purchase of 10,000 Series A Preferred and 10,000 Series F Preferred shares on 05/29/2024 and 09/23/2024 respectively. The Series A carries 500 votes per share and converts into 250 common shares; the Series F carries 1,000 votes per share and is stated as non-convertible in the text provided. The filing discloses an indirect ownership interest representing 5.5% of a private corporation that is the controlling shareholder of CHMX, which reportedly owns 23,844,448 shares; a separate Form 3 claim by Sparkie Properties LLC over 15,866,096 shares is noted as the subject of ongoing litigation in Texas. The amendment date is 10/02/2024 and the form is signed 10/01/2025.

NEXT-ChemX Corporation (CHMX) amended its Form 10-Q covering the quarter ended June 30, 2024. The company reported a six-month net loss of $939,787 versus a loss of $855,696 a year earlier and used $861,765 of cash in operating activities for the six months. Total current assets include marketable investments valued at $85,560 and reported total current assets of $616,875. The balance sheet shows significant payables including accrued payroll of $1,828,704 and other payables totaling multiple millions, with related-party payables and accrued expenses highlighted.

Management discloses a substantial doubt about the company’s ability to continue as a going concern, citing a working capital deficit since changing its business focus, reliance on shareholder funding, expected further losses until commercialization of its iTDE technology, and the need for additional capital.