What did FGNX announce about its share repurchase programs on September 15, 2026?

FG Nexus announced continued progress under its common and preferred stock repurchase programs, stating it had repurchased 4.0 million common shares and 275,000 preferred shares through September 14, 2026, and that both programs remain authorized and open-ended.

FG Nexus repurchases 46% of its common stock

Q: How many FGNX common shares has FG Nexus repurchased and at what cost?

FG Nexus has repurchased approximately 4.0 million common shares for an aggregate purchase price of about $48.0 million, including commissions. These repurchases equal roughly 46% of the common shares that were outstanding immediately before the program.

Q: What is FG Nexus’s current number of outstanding common shares (FGNX)?

As of September 14, 2026, FG Nexus had 4,707,615 shares of common stock outstanding, after completing repurchases under its previously authorized common stock repurchase program.

Q: Are FG Nexus’s share repurchase programs still active?

Yes. FG Nexus stated that both its common and preferred stock repurchase programs remain authorized and open-ended. The timing and amount of any future repurchases will depend on market conditions, available liquidity, legal requirements and the company’s capital-allocation priorities.

Q: What type of business does FG Nexus (FGNX) describe itself as?

FG Nexus describes itself as a merchant bank and real estate focused operating company. Its securities, including common stock FGNX and preferred stock FGNXP, are listed on The Nasdaq Stock Market LLC.

FG Nexus has repurchased roughly 46% of its common stock and 31% of its preferred stock to date, with both buyback programs still authorized and open-ended.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

FG Nexus Inc. (FGNX) reported substantial progress on its common and preferred stock repurchase programs. Through September 14, 2026, it has repurchased approximately 4.0 million common shares for about $48.0 million, representing 46% of the common shares outstanding immediately before the program; common shares outstanding are now 4,707,615.

The company has also repurchased approximately 275,000 preferred shares for about $6.9 million, representing 31% of the preferred stock outstanding before the program, leaving 619,357 preferred shares outstanding as of September 14, 2026. Both repurchase programs remain authorized and open-ended, with future activity dependent on liquidity, market conditions, legal requirements and capital-allocation priorities.

Positive

FG Nexus has completed sizeable capital returns, repurchasing 4.0 million common shares (46%) for $48.0 million and 275,000 preferred shares (31%) for $6.9 million, significantly reducing outstanding share counts under ongoing buyback programs.

Negative

None.

8-K Event Classification

3 items: 7.01, 8.01, 9.01

3 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Common shares repurchased: 4,000,000 shares (approximately) Common share repurchase cost: $48.0 million Common shares repurchased percentage: 46% +5 more

8 metrics

Common shares repurchased 4,000,000 shares (approximately) Through September 14, 2026 under the common stock repurchase program

Common share repurchase cost $48.0 million Aggregate purchase price for repurchased common shares including commissions

Common shares repurchased percentage 46% Portion of common shares outstanding immediately before implementation of the program

Common shares outstanding 4,707,615 shares Outstanding as of September 14, 2026 after repurchases

Preferred shares repurchased 275,000 shares (approximately) Through September 14, 2026 under the preferred stock repurchase program

Preferred share repurchase cost $6.9 million Aggregate purchase price for repurchased preferred shares including commissions

Preferred shares repurchased percentage 31% Portion of preferred shares outstanding immediately before implementation of the program

Preferred shares outstanding 619,357 shares Outstanding as of September 14, 2026 after repurchases

Key Terms

stock repurchase program, aggregate purchase price, open-ended, merchant bank, +1 more

5 terms

stock repurchase program financial

"announced continued progress under its previously authorized common and preferred stock repurchase programs"

A stock repurchase program is when a company buys back its own shares from the market. This can make each remaining share more valuable and shows that the company believes its stock is a good investment. It’s like a business treating its shares like a limited resource, hoping to boost confidence and share prices.

aggregate purchase price financial

"for an aggregate purchase price of approximately $48.0 million, including commissions"

The aggregate purchase price is the total amount a buyer pays to acquire a company, assets or securities, including the headline payment plus any assumed debt, fees, taxes and contractually required adjustments. It matters to investors because it shows the true cost of a deal and how much value must be realized after the sale — like knowing the full price of a house once you add closing costs, repairs and outstanding mortgage obligations.

open-ended financial

"The repurchase programs remain authorized and open-ended"

merchant bank financial

"Nexus (Nasdaq: FGNX, FGNXP) is a merchant bank and real estate focused operating company"

A merchant bank is a financial firm that helps companies raise money, arrange large transactions like mergers or buyouts, and sometimes invests its own capital in businesses. Think of it as a specialized contractor for big corporate projects rather than a neighborhood bank for everyday accounts. Investors watch merchant banks because their involvement can signal access to financing, shape deal outcomes, and create opportunities or risks tied to major corporate moves.

forward-looking statements regulatory

"This press release contains forward-looking statements within the meaning of Section 27A"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many FGNX common shares has FG Nexus repurchased and at what cost?

FG Nexus has repurchased approximately 4.0 million common shares for an aggregate purchase price of about $48.0 million, including commissions. These repurchases equal roughly 46% of the common shares that were outstanding immediately before the program.

What is FG Nexus’s current number of outstanding common shares (FGNX)?

As of September 14, 2026, FG Nexus had 4,707,615 shares of common stock outstanding, after completing repurchases under its previously authorized common stock repurchase program.

How many preferred shares (FGNXP) has FG Nexus repurchased and what remains outstanding?

Through September 14, 2026, FG Nexus has repurchased approximately 275,000 preferred shares for about $6.9 million, representing around 31% of the preferred stock outstanding before the program. The company now has 619,357 preferred shares outstanding.

What type of business does FG Nexus (FGNX) describe itself as?

FG Nexus describes itself as a merchant bank and real estate focused operating company. Its securities, including common stock FGNX and preferred stock FGNXP, are listed on The Nasdaq Stock Market LLC.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/16/2026 - 06:02 AM Accepted by SEC EDGAR 09/15/2026 - 09:31 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 15, 2026

FG NEXUS INC.

(Exact name of registrant as specified in its charter)

Nevada

001-36366

46-1119100

(State or other jurisdiction of

incorporation or organization)

(Commission

File Number)

(I.R.S. Employer

Identification Number)

6408 Bannington Road

Charlotte, NC

28226

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (704) 994-8279

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Ticker symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 par value per share	FGNX	The Nasdaq Stock Market LLC

8.00% Cumulative Preferred Stock, Series A, $25.00 par value per share	FGNXP	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure.

FG Nexus Inc. (the “Company”) issued a press release on September 15, 2026, announcing the Company’s continued progress under its previously authorized common and preferred stock repurchase programs. (the “Press Release”). A copy of the Press Release is attached hereto as Exhibit 99.1 and incorporated into this Item 7.01 by reference.

As provided in General Instruction B.2 of Form 8-K, the information in this Item 7.01 and Exhibit 99.1 are “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Item 8.01 Other Events.

As a result of shares repurchased under the Company’s common stock repurchase program, as of September 14, 2026, the Company had 4,707,615 shares of common stock, $0.001 par value, outstanding.

As a result of shares repurchased under the Company’s preferred stock repurchase program, as of September 14, 2026, the Company had 619,357 shares of Series A Preferred Stock, $25 par and liquidation value, outstanding.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

Exhibit		Description
99.1		Press Release Issued by FG Nexus Inc. on September 15, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	FG NEXUS INC

Date: September 15, 2026	By:	/s/ Mark D. Roberson
	Name:	Mark D. Roberson
	Title:	Chief Financial Officer

Exhibit 99.1

FG Nexus Reports Continued Progress Under Common and Preferred Stock Repurchase Programs

Company Has Repurchased Approximately 46% of Common Shares Outstanding to Date

Charlotte, NC, September 15, 2026 (GLOBE NEWSWIRE) - FG Nexus (Nasdaq: FGNX, FGNXP) (the “Company”) today announced continued progress under its previously authorized common and preferred stock repurchase programs.

Share Repurchase Programs

Through September 14, 2026, the Company has repurchased approximately 4.0 million shares of its common stock for an aggregate purchase price of approximately $48.0 million, including commissions. These repurchases represent approximately 46% of the Company’s common shares outstanding immediately before implementation of the repurchase program. As of September 14, 2026, the Company had 4,707,615 shares of common stock outstanding.

Through September 14, 2026, the Company has repurchased approximately 275,000 shares of its preferred stock for an aggregate purchase price of approximately $6.9 million, including commissions. These repurchases represent approximately 31% of the Company’s shares of preferred stock outstanding immediately before implementation of the repurchase program. As of September 14, 2026, the Company had 619,357 shares of preferred stock outstanding.

The repurchase programs remain authorized and open-ended. The timing and amount of any future repurchases will depend on market conditions, available liquidity, applicable legal requirements, the Company’s capital-allocation priorities and other considerations.

Kyle Cerminara, Chairman and Chief Executive Officer of the Company, stated: “These repurchases reflect our continued confidence in the Company’s capital-allocation strategy and our commitment to delivering long-term value to stockholders. We will continue to evaluate opportunities to return capital under both programs as we advance our broader strategic plan.”

About FG Nexus

FG Nexus (Nasdaq: FGNX, FGNXP) is a merchant bank and real estate focused operating company.

The FGNX^® logo is a registered trademark.

Forward Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are entitled to the protection of the safe-harbor provisions of those laws.

Forward-looking statements include statements concerning future share repurchases under the Company’s common and preferred stock repurchase programs, including the timing, amount and funding of any such repurchases.

These statements are based on management’s current expectations, assumptions, estimates and projections and involve risks and uncertainties, many of which are beyond the Company’s control. Actual results could differ materially from those expressed or implied by these statements.

Relevant risks include, among others, market conditions, the Company’s available liquidity, applicable legal requirements, the Company’s capital-allocation priorities and other factors that could affect the timing and amount of future repurchases.

Additional risks are described in the Company’s filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date of this release. The Company undertakes no obligation to update or revise any forward-looking statement except as required by law.

Contacts

Media Contact

media@fgnexus.io

Investor Contact

invest@fgnexus.io

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

6 documents