Director of FG Nexus (FGNX) receives 3,678 RSU shares as fees

Rhea-AI Filing Summary

FG Nexus Inc. director Richard Edward Govignon JR reported receiving 3,678 shares of common stock on February 3, 2026. These shares were delivered at a price of $0 as restricted stock units granted under the company’s 2021 Equity Incentive Plan as payment of director fees in lieu of cash.

All of these RSUs vested on the grant date, and each RSU converts into one share of FG Nexus common stock. After this award, Govignon beneficially owns 16,833 shares of FG Nexus Inc. common stock in direct ownership.

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

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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^*

Govignon Richard Edward JR

(Last) (First) (Middle)

C/O FG NEXUS INC

6408 BANNINGTON RD

(Street)

CHARLOTTE NC 28226

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

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

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

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

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	02/03/2026		A		3,678(1)	A	$0	16,833	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.

	/s/ Richard E Govignon	02/04/2026
	** 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.
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FAQ

What insider transaction did FGNX director Richard Govignon report?

Richard Edward Govignon JR reported an equity award. He received 3,678 shares of FG Nexus Inc. common stock on February 3, 2026 through restricted stock units granted as director fee payment in lieu of cash, under the 2021 Equity Incentive Plan.

How many FGNX shares did the director receive in this Form 4 filing?

The director received 3,678 shares of common stock. These shares came from restricted stock units that were granted as compensation for director services instead of cash fees, with each RSU representing one share of FG Nexus Inc. common stock.

What was the price per share for the FGNX stock in this Form 4?

The reported price per share was $0. The 3,678 shares were issued as fully vested restricted stock units granted under the 2021 Equity Incentive Plan as director fee payment, meaning the director did not pay cash for these shares.

How many FGNX shares does the director own after this transaction?

After the award, the director beneficially owns 16,833 shares. The Form 4 shows this total amount of FG Nexus Inc. common stock held in direct ownership following the grant of 3,678 restricted stock unit shares on February 3, 2026.

What is the nature of the RSUs granted to the FGNX director?

The RSUs are director fee compensation. They were granted under the 2021 Equity Incentive Plan as payment in lieu of cash fees, vested in full on the grant date, and each restricted stock unit delivers one share of FG Nexus Inc. common stock.

Does this FGNX Form 4 involve direct or indirect ownership?

The reported ownership is direct. The Form 4 lists the 16,833 FG Nexus Inc. common shares, including the 3,678 just awarded, as directly owned by Richard Edward Govignon JR, with no indirect ownership entity disclosed in the transaction details.