[8-K] NexMetals Mining Corp. Reports Material Event

Rhea-AI Filing Summary

NexMetals Mining Corp. filed a Form 8-K reporting a corporate governance event and attached related exhibits. The company states that its Articles were adopted effective October 10, 2025, and it included a press release dated October 10, 2025 describing the material event. The filing lists Exhibit 3.1 for the adopted Articles and Exhibit 99.1 for the press release, plus the Inline XBRL cover page file. No financial statements, earnings data, or major transactions are included in the disclosed exhibits.

Positive

• Articles adopted effective October 10, 2025 establishes formal governance framework
• Press release dated October 10, 2025 provides public disclosure of the material event
• Exhibits filed (3.1 and 99.1) allow investors to view the Articles and the company statement

Negative

• None.

Insights

Corporate Governance Analyst

Adoption of governing Articles formalizes corporate structure.

The adoption of Articles on October 10, 2025 is a routine but important legal step that defines the company’s foundational governance rules and share structure. This typically affects board composition, shareholder rights, and corporate authorities.

Immediate dependencies include whether the Articles change voting classes or capital structure; those specifics are only available in Exhibit 3.1. Investors should review the exhibit for any changes to authorized shares, classes, or special voting provisions within the near term.

Investor Relations Specialist

Press release attached provides the public notice of the event.

The filing includes a press release dated October 10, 2025 (Exhibit 99.1), which is the public communication of the material event. That release is the primary source for management’s description and rationale.

Key items to check in the release are any operational or strategic explanations tied to the Articles and whether further filings or shareholder actions are planned in the coming weeks.

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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): October 10, 2025

NEXMETALS MINING CORP.

(Exact name of registrant as specified in its charter)

Ontario, Canada

(State or other jurisdiction of incorporation)

001-42750		N/A 00-0000000
(Commission File Number)		(IRS Employer Identification No.)

Suite 3400, One First Canadian Place P.O. Box 130 Toronto, Ontario, Canada		M5X 1A4
(Address of principal executive offices)		(Zip Code)

(604) 770-4334

(Registrant’s telephone number, including area code)

N/A

(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 (see General Instruction A.2. below):

☐	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		Trading Symbol(s)		Name of each exchange on which registered
Common Shares, no par value		NEXM		Nasdaq Stock Market LLC (Nasdaq Capital Market)

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 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On October 10, 2025, NexMetals Mining Corp. (the “Company”) completed its continuance from the Province of Ontario into the Province of British Columbia under the Business Corporations Act (British Columbia). In connection with the continuance, the Company adopted new Articles of the Company, which replace its former by-laws under the Business Corporations Act (Ontario).

A copy of the new Articles is filed as Exhibit 3.1 hereto and is incorporated herein by reference.

Item 8.01 Other Events.

On October 10, 2025, the Company issued a news release announcing the completion of its continuance into British Columbia and adoption of new Articles. A copy of this press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference. The Company undertakes no obligation to update, supplement or amend the materials attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
3.1		Articles of NexMetals Mining Corp. adopted effective October 10, 2025
99.1		Press Release dated October 10, 2025.
104		Cover Page Interactive Data File (embedded within 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.

	NEXMETALS MINING CORP. (Registrant)
	By:	/s/ Morgan Lekstrom
		Morgan Lekstrom
		Chief Executive Officer

Date: October 10, 2025

FAQ

What did NexMetals (NEXM) disclose in the 8-K?

The company disclosed that its Articles were adopted effective October 10, 2025 and attached a press release dated October 10, 2025 as Exhibit 99.1.

Does the 8-K include financial statements or earnings for NEXM?

No. The filing lists the Articles and a press release as exhibits and does not include financial statements or earnings data.

Which exhibits were filed with the 8-K for NEXM?

Exhibit 3.1 (Articles of NexMetals Mining Corp.) and Exhibit 99.1 (press release dated October 10, 2025), plus the Inline XBRL cover page file.

Should investors expect immediate operational changes from this filing?

The filing documents adoption of governance Articles; it does not itself disclose operational changes. Review Exhibit 99.1 for management commentary on any intended actions.

Where can I read the full Articles adopted by NexMetals?

The full text is filed as Exhibit 3.1 to the 8-K and should be reviewed for specifics on share structure, voting rights, or other governance provisions.