NexMetals updates COO consulting agreement terms

NexMetals Mining Corp., through its wholly owned subsidiary Premium Resources International Ltd. (PRIL), has entered into a new Services & Consulting Agreement with ANZAC Consulting Ltd. dated June 15, 2026.

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Form Type

8-K

Rhea-AI Filing Summary

NexMetals Mining Corp., through its wholly owned subsidiary Premium Resources International Ltd. (PRIL), has entered into a new Services & Consulting Agreement with ANZAC Consulting Ltd. dated June 15, 2026. ANZAC provides the services of Boris Kamstra, who serves as Chief Operating Officer of PRIL.

Under the agreement, ANZAC will be paid an hourly consulting fee of US$230, billed monthly in arrears, plus reimbursement of approved expenses. PRIL will also cover reasonable accommodation in Botswana when work requires travel, provide business class air travel for flights over four hours, and bear any Barbados withholding tax related to payments to ANZAC.

Either party may terminate on 90 days’ written notice, with ANZAC entitled to accrued fees and expenses to the termination date. The agreement does not include change-of-control, severance, or constructive dismissal benefits, indicating a straightforward consulting structure for the COO’s services.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Key Figures

Consulting fee: US$230 per hour Agreement date: June 15, 2026 Prior agreement start: January 1, 2023 +2 more

5 metrics

Consulting fee US$230 per hour Hourly consulting fee payable to ANZAC, monthly in arrears

Agreement date June 15, 2026 Date of new Services & Consulting Agreement between PRIL and ANZAC

Prior agreement start January 1, 2023 Original Services & Consulting Agreement now replaced

Prior amendment date July 1, 2025 Amendment date of earlier agreement superseded by new contract

Termination notice period 90 days Notice required for termination by either PRIL or ANZAC

Key Terms

Services & Consulting Agreement, withholding tax, change-of-control, constructive dismissal

4 terms

Services & Consulting Agreement financial

"entered into a Services & Consulting Agreement (the “Consulting Agreement”) with ANZAC Consulting Ltd."

withholding tax financial

"PRIL will also bear any Barbados withholding tax (including related interest, penalties and litigation costs)"

Withholding tax is a government-required portion of a payment—such as dividends, interest, or salary—that the payer keeps back and sends directly to tax authorities before the recipient receives the money. For investors it reduces the cash they actually get and changes the after-tax return on an investment; rates and refund or credit rules vary by country and can materially affect comparisons between similar investments, like a cashier holding part of a bill to cover taxes.

change-of-control financial

"The agreement does not provide for any change-of-control, severance, or constructive dismissal benefits."

A change-of-control is when ownership or effective control of a company shifts—for example through a sale, merger, acquisition, or transfer of voting power. It matters to investors because such a change can activate contract provisions (like early loan repayment, accelerated stock vesting, or severance pay), replace management and strategy, and quickly change the stock’s risk and value; think of it as a new captain taking the helm and steering the ship in a different direction.

constructive dismissal financial

"The agreement does not provide for any change-of-control, severance, or constructive dismissal benefits."

FAQ

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

What consulting arrangement did NexMetals (NEXM) approve for its COO?

NexMetals, via PRIL, signed a new Services & Consulting Agreement with ANZAC Consulting Ltd. for COO Boris Kamstra’s services. ANZAC will provide site operational support and assistance with study work under defined hourly fees and reimbursable expenses.

How is ANZAC Consulting Ltd. compensated under the NexMetals (NEXM) agreement?

ANZAC receives an hourly consulting fee of US$230, paid monthly in arrears. PRIL also reimburses approved expenses, covers reasonable board and lodging in Botswana when required, and provides business class air travel for flights over four hours.

What are the termination terms in NexMetals’ (NEXM) new consulting agreement?

Either PRIL or ANZAC may terminate the agreement on 90 days’ written notice. On termination, ANZAC is entitled to accrued and unpaid consulting fees and reimbursement of out-of-pocket expenses up to the effective termination date.

Does the NexMetals (NEXM) consulting agreement include severance or change-of-control benefits?

No, the agreement does not provide change-of-control, severance, or constructive dismissal benefits. Compensation is limited to the hourly consulting fee, expense reimbursement, and payments of amounts accrued up to any termination date under the contract.

What additional costs does PRIL assume in the NexMetals (NEXM) consulting arrangement?

PRIL covers travel, lodging, and certain tax-related obligations for ANZAC’s services. This includes reasonable board and lodging in Botswana, business class air travel over four hours, required work permits, and any Barbados withholding tax, including related interest, penalties, and litigation costs.

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

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Accepted by SEC EDGAR 06/18/2026 - 04:05 PM EDT

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): June 15, 2026

NEXMETALS MINING CORP.

(Exact name of registrant as specified in its charter)

British Columbia, Canada

(State or other jurisdiction of incorporation)

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

1111 West Hastings Street, 15th Floor, Vancouver, British Columbia, Canada		V6E 2J3
(Address of principal executive offices)		(Zip Code)

1-866-794-6396

(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 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 15, 2026, Premium Resources International Ltd. (“PRIL”), wholly-owned subsidiary of NexMetals Mining Corp. (the “Company”), entered into a Services & Consulting Agreement (the “Consulting Agreement”) with ANZAC Consulting Ltd. (“ANZAC”), an entity through which Boris Kamstra, who serves as Chief Operating Officer of PRIL, provides services to the Company. The Consulting Agreement replaces and supersedes the Services & Consulting Agreement, dated January 1, 2023, and amended July 1, 2025, between PRIL and ANZAC.

Under the Consulting Agreement, ANZAC provides the services of Mr. Kamstra who is responsible for providing site operational support and assistance in the advancement of study works.

PRIL will pay ANZAC an hourly consulting fee of US$230, payable monthly in arrears, and will reimburse certain approved expenses in accordance with PRIL’s policies. Because Mr. Kamstra is based in South Africa, PRIL will cover reasonable board and lodging in Botswana when Mr. Kamstra is required to work there, provide business class (or similar) air travel for flights over four hours, and obtain and maintain any required work permits. PRIL will also bear any Barbados withholding tax (including related interest, penalties and litigation costs) assessed in respect of payments to ANZAC.

The Consulting Agreement continues until terminated by either party. PRIL may terminate for failure by Mr. Kamstra to perform his obligations, in which case ANZAC is entitled to any accrued and unpaid consulting fees and reimbursable expenses up to the termination date. PRIL may also terminate the agreement at any time upon 90 days’ notice, with ANZAC entitled to all accrued and unpaid consulting fees and reimbursement of out-of-pocket expenses through the termination date. ANZAC may terminate the agreement upon 90 days’ written notice and is entitled to payment for services rendered up to the termination date. The agreement does not provide for any change-of-control, severance, or constructive dismissal benefits.

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/ Brett MacKay
		Brett MacKay
		Chief Financial Officer

Date: June 18, 2026

Source: View Original Filing on SEC EDGAR

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