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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): July
13, 2026
NextTrip,
Inc.
(Exact
name of Registrant as Specified in Its Charter)
| Nevada |
|
001-38015 |
|
27-1865814 |
(State or Other Jurisdiction
of Incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
| 3900
Paseo del Sol |
|
|
| Santa
Fe, New Mexico |
|
87507 |
| (Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s
Telephone Number, Including Area Code: (505) 438-2576
(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:
| ☐ |
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
Stock, par value $0.001 per share |
|
NTRP |
|
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. ☐
Item
5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers
(c)
Effective July 13, 2026, NextTrip Inc., a Nevada corporation (the “Company”) appointed Casey D’Ambra as President of
Media to serve in the capacity as an executive officer of the Company. Ms. D’Ambra will receive a base annual salary of $205,000.
She is entitled to a bonus of up to $50,000, payable in restricted shares of the Company’s Common stock in connection with the
achievement of certain milestones. Ms. D’Ambra’s employment is on a month-tomonth basis. In the case of her involuntary termination,
if termination occurs within the first twelve months of employment, she will receive an amount equal to twelve months of her base salary.
If she is terminated after twelve months, she will receive four weeks of her base salary for each year of service up to a maximum of
twelve weeks. There are no arrangements or understandings between Ms. D’Ambra and any other person pursuant to which Ms. D’Ambra
was appointed as an officer of the Company. There are no family relationships between Ms. D’Ambra and any director or executive
officer of the Company.
Prior
to joining the Company in February 2026 as President of Media in a non-executive officer position, Ms. D’Ambra, age 36, was Director
of Content at Brand USA. From January 2022 to March 2023, she was Executive Producer at National Geographic, and from January 2016 to
January 2022, she was Producer at National Geographic.
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.
| |
|
NEXTTRIP, INC. |
| |
|
|
|
| Date: July
17, 2026 |
|
By: |
/s/
William Kerby |
| |
|
Name:
|
William Kerby |
| |
|
Title: |
Chief Executive Officer |
