Welcome to our dedicated page for FG Nexus SEC filings (Ticker: FGNX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The FG Nexus Inc. (FGNX) SEC filings page on Stock Titan provides access to the company’s official regulatory documents, including current reports, proxy materials, and other disclosures filed with the U.S. Securities and Exchange Commission. These filings give detailed insight into FG Nexus’s Ethereum-centered digital asset treasury strategy, capital structure, and corporate governance.
FG Nexus files multiple Form 8-K current reports to describe material events such as share repurchase programs, ETH-related financing arrangements, listings on additional exchanges, and significant corporate transactions. For example, the company has reported entering into a master digital currency loan agreement secured by staked ETH, initiating and executing common and preferred share repurchase programs, and arranging the sale of its reinsurance business through detailed transaction agreements and related consideration.
Investors can also review the company’s DEF 14A definitive proxy statement, which outlines proposals for the annual meeting of stockholders, including the election of directors, ratification of the independent registered public accounting firm, and an advisory vote on executive compensation. The proxy statement provides information on corporate governance practices, board structure, and security ownership of certain beneficial owners and management.
Through these filings, users can track how FG Nexus structures its ETH-focused balance sheet, manages risks related to digital assets, and transitions away from legacy reinsurance operations. Stock Titan’s platform surfaces these documents alongside AI-powered summaries that help explain key terms, highlight important sections in lengthy filings like proxy statements and agreements, and make it easier to understand items such as digital currency loan arrangements, collateral requirements, and equity or debt obligations disclosed by the company.
FG Nexus Inc. director Scott D. Wollney reported receiving 3,642 restricted stock units on 12/11/2025 as director fee payment in lieu of cash under the company’s 2021 Equity Incentive Plan.
All of these RSUs vested on the grant date, and each unit represents a right to receive one share of the company’s common stock. Following this award, Wollney beneficially owned 12,217 shares of FG Nexus common stock directly.
FG Nexus Inc. director Michael C. Mitchell reported receiving 3,098 restricted stock units (RSUs) on 12/11/2025 as payment of director fees in lieu of cash. The RSUs were granted under the company’s 2021 Equity Incentive Plan, vested in full on the grant date, and each RSU represents a contingent right to receive one share of FG Nexus common stock. Following this award, he beneficially owns 22,316 shares of common stock directly, as well as 13,064 shares of the company’s 8.00% Cumulative Preferred Stock, Series A.
FG Nexus Inc. director Robert J. Roschman reported receiving 2,826 shares of common stock on 12/11/2025 through restricted stock units granted under the 2021 Equity Incentive Plan as director fee payment in lieu of cash. The RSUs were granted at a price of $0 and all vested on the grant date, with each RSU corresponding to one share of common stock.
Following this award, Roschman beneficially owns 16,807 shares of FG Nexus common stock in direct ownership.
FG Nexus Inc. reported that director Richard E. Govignon acquired 2,988 shares of common stock on December 11, 2025 through a restricted stock unit grant. The RSUs were issued under the company's 2021 Equity Incentive Plan as payment of director fees in lieu of cash and vested in full on the grant date.
Each RSU represents a right to receive one share of common stock, and following this award Govignon directly beneficially owns 13,155 shares of FG Nexus Inc. common stock.
FG Nexus Inc. reported an insider equity grant for director Rita Hayes. On 12/11/2025, she acquired 2,935 shares of common stock in the form of restricted stock units granted under the company’s 2021 Equity Incentive Plan as payment of director fees in lieu of cash, at a reported price of $0 per share.
All of these restricted stock units vested on the grant date, and each unit represents the right to receive one share of FG Nexus common stock. Following this transaction, Rita Hayes beneficially owns 12,629 shares of the company’s common stock in direct ownership, and no derivative securities were reported.
FG Nexus Inc. director Ndamukong Suh reported receiving 2,826 shares of common stock on 12/11/2025 through restricted stock units granted as director fee payment in lieu of cash under the 2021 Equity Incentive Plan. The transaction was recorded at a price of $0 per share.
All of the restricted stock units vested on the grant date, and each unit represents a right to receive one share of FG Nexus common stock. After this equity compensation transaction, Suh beneficially owns 13,399 shares directly.
FG Nexus Inc. (FGNX) filed a current report to announce that it has released a press release with highlights of its financial and operational results for the quarter ended September 30, 2025. The company states that this press release, dated November 20, 2025, is furnished as Exhibit 99.1 and provides additional updates on its business. The filing clarifies that the information under the results and Regulation FD sections, including the exhibit, is being furnished rather than filed under securities laws, which limits its use for certain legal purposes.
FG Nexus Inc. reported Q3 results and detailed a strategic shift to an ETH‑focused treasury. The company held $210.4 million of ETH at fair value (50,778 ETH) as of September 30, 2025, driving a $14.1 million unrealized gain in the quarter. Total revenue was $892 thousand, led by $641 thousand of ETH staking rewards following the August launch of native staking. From continuing operations, the company recorded a $3.1 million net loss in Q3 and a $3.8 million loss attributable to common shareholders.
Liquidity expanded via an August private placement of pre‑funded warrants, delivering gross proceeds of approximately $176.0 million in cash plus $24.0 million in cryptocurrency; 36.5 million pre‑funded warrants had converted by quarter‑end and 38.7 million by November 12, 2025. An ATM program sold about 2.0 million shares for $14.6 million through September 30 before being suspended in October. Legacy assets with a book value of about $48.9 million were transferred to a CVR Trust, which made an initial $10 per CVR cash distribution (~$13.3 million in total). Common shares outstanding were 39,574,350 as of November 12, 2025.
FG Nexus Inc. entered into a master digital currency loan agreement and, on October 30, 2025, executed a $10,000,000 loan under a loan term sheet with a 7.9% Borrow Fee. Loans may be funded in digital currency to the company’s wallet or in cash via wire, with specific terms set by each term sheet. All loans are callable by the lender and may be prepaid by the company.
The executed loan is evergreen and becomes due on the Recall Delivery Date, which is 30 calendar days after a Recall Request. Collateral consists of staked ETH with an Initial Collateral Level of 170% and a Margin Call Rate of 140%, with additional remedies and post‑default hedging costs applicable on default. FG Nexus also entered an Account Control Agreement under which the custodian acknowledges the lender may have a security interest in certain company assets held at the custodian.
FG Nexus Inc. will hold its 2025 Annual Meeting virtually on December 17, 2025 at 10:00 a.m. ET. Stockholders will vote to elect nine director nominees, ratify Haskell & White LLP as independent auditor for 2025, and approve a non-binding advisory resolution on executive compensation.
The record date is October 22, 2025, with 42,215,225 shares of common stock outstanding as of that date. The Board has nine members, six deemed independent under Nasdaq and SEC rules, and combines the Chairman and CEO roles under D. Kyle Cerminara. A Side Letter Agreement grants OGroup LLC the right to designate two board nominees through July 22, 2028 or earlier if the Company ceases its digital assets business. Nominees include Cerminara, Richard E. Govignon, Jr., Rita Hayes, Michael C. Mitchell, Robert J. Roschman, Ndamukong Suh, Jose Vargas, Maja Vujinovic, and Scott D. Wollney.
Auditor change: Haskell & White replaced BDO on April 1, 2024 with no reported disagreements. 2024 fees totaled $556,900, including $528,000 in audit fees and $28,900 in audit-related fees. Telephone/Internet proxies are due by 11:59 p.m. ET on December 16, 2025.