FG Nexus director granted 1,772 RSUs

Hayes Rita reported acquisition or exercise transactions in this Form 4 filing.

Accepted by SEC EDGAR 07/13/2026 - 05:00 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Hayes Rita reported acquisition or exercise transactions in this Form 4 filing.

FG Nexus Inc. director Rita Hayes received a grant of 1,772 restricted stock units as director fee payment in lieu of cash on July 10, 2026 under the 2021 Equity Incentive Plan. All RSUs vested on the grant date, bringing her reported holdings to 17,214 shares, which include 10,373 unvested RSUs granted April 8, 2026 that vest in five equal annual instalments.

Insider Trade Summary

Grant/Award: 1,772 shares

Grant/Award 1 txn

Insider Hayes Rita

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1, F2	1,772	$0.00	$0.00

Holdings After Transaction: Common Stock — 17,214 shares (Direct)

Footnotes (2)

1. F1. Represents restricted stock units ("RSUs") granted under the 2021 Equity Incentive Plan as director fee payment in lieu of cash. All RSUs vested on grant date. Each RSU represents a contingent right to receive one share of common stock of the Company.
2. F2. Includes 10,373 unvested RSUs granted on April 8, 2026 under the 2021 Equity Incentive Plan as director compensation. RSUs vest in five annual equal instalments, subject to continued service with the Company, beginning on the first anniversary of the grant date. Each RSU represents a contingent right to receive one share of common stock of the Company.

Key Figures

RSU grant: 1,772 shares Transaction price per share: $0.0000 per share Shares held after transaction: 17,214 shares +2 more

5 metrics

RSU grant 1,772 shares Restricted stock units granted as director fee payment in lieu of cash

Transaction price per share $0.0000 per share Compensatory RSU award with no cash consideration paid by the director

Shares held after transaction 17,214 shares Reported common stock holdings following the RSU grant, including unvested RSUs

Unvested RSUs 10,373 units Unvested RSUs granted April 8, 2026 under the 2021 Equity Incentive Plan

Vesting schedule 5 annual equal instalments Unvested RSUs vest in five equal annual instalments beginning on the first anniversary of April 8, 2026

Key Terms

restricted stock units ("RSUs"), 2021 Equity Incentive Plan, director fee payment in lieu of cash, unvested RSUs

4 terms

restricted stock units ("RSUs") financial

"Represents restricted stock units ("RSUs") granted under the 2021 Equity Incentive Plan"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

2021 Equity Incentive Plan financial

"granted under the 2021 Equity Incentive Plan as director fee payment in lieu of cash"

director fee payment in lieu of cash financial

"RSUs granted under the 2021 Equity Incentive Plan as director fee payment in lieu of cash"

unvested RSUs financial

"Includes 10,373 unvested RSUs granted on April 8, 2026 under the 2021 Equity Incentive Plan"

FAQ

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

What insider transaction did FG Nexus Inc. (FGNX) report for Rita Hayes?

Rita Hayes received a grant of 1,772 restricted stock units as director fee payment in lieu of cash under FG Nexus’s 2021 Equity Incentive Plan. The RSUs vested immediately on the grant date and represent common shares of the company.

Was Rita Hayes’s FG Nexus (FGNX) transaction an open-market buy or sale?

No. The filing shows a grant/award acquisition (code A) of 1,772 RSUs at a price of $0.0000 per share. This reflects director compensation rather than an open-market purchase or sale of FG Nexus stock.

How many FG Nexus (FGNX) shares does Rita Hayes hold after this grant?

Following the award, Rita Hayes is reported as holding 17,214 shares of FG Nexus common stock. This total includes 10,373 unvested restricted stock units that were granted earlier and will vest over time.

What unvested equity does Rita Hayes have in FG Nexus (FGNX)?

Rita Hayes has 10,373 unvested restricted stock units granted on April 8, 2026 under the 2021 Equity Incentive Plan. These RSUs vest in five equal annual instalments, subject to her continued service with the company.

What plan governs Rita Hayes’s RSU awards at FG Nexus (FGNX)?

The RSU awards are granted under FG Nexus’s 2021 Equity Incentive Plan. One grant covers 1,772 RSUs as director fees, and another covers 10,373 unvested RSUs with multi-year vesting tied to continued board service.

Do Rita Hayes’s RSUs at FG Nexus (FGNX) convert into common stock?

Yes. Each of Rita Hayes’s restricted stock units represents a contingent right to receive one share of FG Nexus common stock. Vested RSUs convert into shares, while 10,373 RSUs remain unvested and will vest over five years.

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

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SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Hayes Rita

(Last) (First) (Middle)

C/O FG NEXUS INC

6408 BANNINGTON RD

(Street)

CHARLOTTE NORTH CAROLINA 28226

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
FG Nexus Inc. [ FGNX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/10/2026		A		1,772(1)	A	$0	17,214(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents restricted stock units ("RSUs") granted under the 2021 Equity Incentive Plan as director fee payment in lieu of cash. All RSUs vested on grant date. Each RSU represents a contingent right to receive one share of common stock of the Company.

2. Includes 10,373 unvested RSUs granted on April 8, 2026 under the 2021 Equity Incentive Plan as director compensation. RSUs vest in five annual equal instalments, subject to continued service with the Company, beginning on the first anniversary of the grant date. Each RSU represents a contingent right to receive one share of common stock of the Company.

	/s/ Rita Hayes	07/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)