FG Nexus (FGNXP) corrects 8-K exhibit on 47,331 ETH purchase

Rhea-AI Filing Summary

FG Nexus Inc. filed an amended current report to correct a prior disclosure related to a recent press release. The original report referenced a press release announcing the Company’s purchase of 47,331 ETH, but attached the wrong exhibit. This Amendment No. 1 replaces the earlier Exhibit 99.1 with the correct press release dated August 11, 2025. The press release is furnished under Regulation FD, meaning it is provided for informational purposes and is not treated as filed for liability purposes under the Exchange Act.

8-K Event Classification

2 items: 7.01, 9.01

2 items

Item 7.01 Regulation FD Disclosure Disclosure

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

Item 9.01 Financial Statements and Exhibits Exhibits

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

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No 1)

CURRENT REPORT

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

Date of Report (Date of earliest event reported): August 11, 2025

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

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. ☐

EXPLANATORY NOTE

On August 12, 2025, FG Nexus Inc. f/k/a Fundamental Global Inc. (the “Company”) filed a Current Report on Form 8-K (the “Original Form 8-K”) related to the issuance of a press release on August 11, 2025, announcing the Company’s 47,331 ETH purchase (the “Press Release”). This Amendment No. 1 to the Original Form 8-K replaces Exhibit 99.1 which was not the press release referenced in the Original Form 8-K with a new Exhibit 99.1 which is the press release referenced in the Original Form 8-K.

Item 7.01 Regulation FD

FG Nexus Inc. (the “Company”) issued a press release on August 11, 2025, announcing the Company’s 47,331 ETH purchase (the “Press Release”). A copy of 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 is “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 9.01 Financial Statements and Exhibits.

(d) Exhibits:

Exhibit		Description
99.1		Press Release Issued by the Company on August 11, 2025
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 18, 2025	By:	/s/ Mark D. Roberson
	Name:	Mark D. Roberson
	Title:	Chief Financial Officer

FAQ

What did FG Nexus Inc. (FGNXP) change in this amended 8-K/A?

The Company replaced the original Exhibit 99.1 with a new Exhibit 99.1 that is the correct press release referenced in the earlier report.

Why did FG Nexus Inc. file this 8-K/A amendment?

The amendment was filed because the exhibit attached to the earlier report was not the press release that was referenced, so the Company is correcting that attachment.

What transaction is mentioned in FG Nexus Inc.’s updated exhibit?

The updated Exhibit 99.1 is a press release announcing the Company’s purchase of 47,331 ETH, as previously described in the original report.

How is the press release treated under securities laws in this filing?

The press release and the related disclosure under Item 7.01 are furnished, not filed, and therefore are not subject to liability under Section 18 of the Exchange Act.

Which items are included in this FG Nexus Inc. 8-K/A?

The filing includes Item 7.01 for Regulation FD disclosure and Item 9.01 listing the exhibits, including the corrected press release as Exhibit 99.1.

Who signed FG Nexus Inc.’s amended 8-K/A?

The amendment was signed on behalf of FG Nexus Inc. by Mark D. Roberson, Chief Financial Officer.