NextBoat appoints Alexander B. Dean as COO
The compensation terms include two annual salary levels, a performance-based bonus and equity awards with multiple vesting schedules.
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Rhea-AI Filing Summary
NextBoat Inc. (NXB) appointed Alexander B. Dean chief operating officer, effective November 6, 2026; he reports to Chief Executive Officer Ross Tannenbaum. Off The Hook Yacht Sales NC, LLC, a wholly owned subsidiary, will be Dean’s employer of record, and he will work remotely from Illinois.
Dean’s annual base salary is $200,000 in the first year and $300,000 thereafter, subject to annual review. He is eligible for a cash bonus targeted at 50% of base salary earned, up to 150% of target. November 6 awards include 50,000 fully vested incentive stock options, 50,000 RSUs vesting on the 30th day after the grant date, 100,000 RSUs vesting January 12, 2027, 200,000 incentive stock options vesting in four equal annual installments on January 12 from 2027 through 2030, and 150,000 non-qualified stock options vesting in 36 monthly installments following the Start Date. Each option has a $1.40-per-share exercise price and a ten-year term. Vesting is generally subject to continued employment. The employment term runs through January 31, 2030, and automatically renews for one-year periods unless either party gives at least 90 days’ written notice of non-renewal.
Filing Explained
A qualifying departure can require up to 12 months of salary and COBRA, while a change in control can trigger full vesting of awards.
Dean’s appointment took effect on
If the company terminates him without Cause, he resigns for Good Reason, or the company does not renew the term, he may receive
Awards not assumed or substituted in a change in control vest in full immediately before it, and if a qualifying termination occurs within
8-K Event Classification
Key Figures
Key Terms
restricted stock units financial
incentive stock options financial
non-qualified stock options financial
Change in Control financial
clawback policy financial
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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| 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) | |
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of Chief Operating Officer
On November 3, 2026, following approval by the Board of Directors of NextBoat Inc. (the “Company”) (the “Board”), upon the recommendation of the Compensation Committee of the Board (the “Compensation Committee”), the Company appointed Alexander B. Dean as Chief Operating Officer of the Company, effective as of November 6, 2026 (the “Start Date”). Mr. Dean will report directly to the Company’s Chief Executive Officer.
Mr. Dean, age 46, has more than 20 years of experience in e-commerce, retail, licensing and consumer products. Prior to joining the Company, Mr. Dean held a series of senior leadership roles at Fanatics, a global digital sports platform and leading seller of licensed sports merchandise, most recently serving as Vice President and General Manager of Racing, Entertainment & Golf from [month] 2026 to November 2026. Previously at Fanatics, he served as Vice President of Business Development, Entertainment, from 2022 to 2025, and as General Manager of Global eSports & Gaming from 2018 to 2021. Earlier in his career, Mr. Dean served as Executive Vice President of Strategy at Fanatics from 2013 to 2017 and, from 2003 to 2012, held roles of increasing responsibility at Dreams, Inc., an online retailer of licensed sports products acquired by Fanatics in 2012, most recently as Vice President of Marketing, Purchasing & Strategy. Mr. Dean holds a B.A. in Economics from Yale.
There are no arrangements or understandings between Mr. Dean and any other person pursuant to which he was appointed as an officer of the Company. There are no family relationships between Mr. Dean and any director or executive officer of the Company, and Mr. Dean has no direct or indirect material interest in any transaction or proposed transaction required to be reported under Item 404(a) of Regulation S-K.
Employment Agreement and Confidentiality and Restrictive Covenant Agreement
In connection with his appointment, on November 3, 2026, the Company entered into an Executive Employment Agreement with Mr. Dean (the “Employment Agreement”), and the Company, Off The Hook Yacht Sales NC, LLC, a wholly owned subsidiary of the Company (“Off The Hook”), and Mr. Dean entered into a Confidentiality and Restrictive Covenant Agreement (the “CRCA”). Off The Hook will serve as Mr. Dean’s employer of record for payroll, tax withholding and benefits purposes, and Mr. Dean will work remotely from Illinois.
Term. The initial term of the Employment Agreement runs from the Start Date through January 31, 2030 and automatically renews for successive one-year periods unless either party gives written notice of non-renewal at least 90 days before the end of the then-current term.
Base Salary and Annual Bonus. Mr. Dean will receive an annual base salary of $200,000 during the first year of the term, increasing to $300,000 thereafter, subject to annual review by the Compensation Committee. Beginning with fiscal year 2026 (prorated from the Start Date), Mr. Dean is eligible for an annual cash bonus with a target of 50% of base salary earned during the fiscal year, up to a maximum of 150% of target, based on performance criteria established by the Compensation Committee in consultation with the Chief Executive Officer and Mr. Dean. The Board or the Compensation Committee may also award additional discretionary bonuses.
Equity Awards. On November 6, 2026, the Company granted Mr. Dean the following awards under the Company’s 2025 Equity Incentive Plan, as amended: (i) fully vested incentive stock options to purchase 50,000 shares of the Company’s common stock; (ii) 50,000 restricted stock units (“RSUs”) vesting on the 30th day after the grant date; (iii) 100,000 RSUs vesting on January 12, 2027; (iv) incentive stock options to purchase 200,000 shares vesting in four equal annual installments on January 12 of each of 2027, 2028, 2029 and 2030; and (v) non-qualified stock options to purchase 150,000 shares vesting in 36 monthly installments following the Start Date. Each option has an exercise price of $1.40 per share, equal to the fair market value of the Company’s common stock on the grant date, and a ten-year term. Vesting is generally subject to Mr. Dean’s continued employment through the applicable vesting date, and Mr. Dean is responsible for all taxes arising from the vesting and settlement of the RSUs.
Severance. If Mr. Dean’s employment is terminated by the Company without Cause, by Mr. Dean for Good Reason, or upon the Company’s non-renewal of the term (each as defined in the Employment Agreement), then, subject to his execution and non-revocation of a release of claims, Mr. Dean will be entitled to continued payment of base salary for three months plus one additional month for each full year of employment completed, up to a maximum of 12 months, and payment of COBRA premiums for that period. If such a termination without Cause or for Good Reason occurs within 12 months following a Change in Control (as defined in the Employment Agreement), Mr. Dean will instead receive a lump-sum payment equal to base salary for that period, full vesting of all unvested awards and payment of COBRA premiums for that period. All unvested awards will vest in full immediately before a Change in Control if not assumed or substituted. Upon a termination due to death or Disability (as defined in the Employment Agreement), Mr. Dean or his estate will be entitled to a prorated annual bonus based on actual results and 12 months of additional vesting credit on outstanding time-vested awards.
Other Terms. Mr. Dean will be eligible to participate in the Company’s benefit plans available to senior executives, and the Company will enter into its standard form of indemnification agreement for directors and executive officers with Mr. Dean. Incentive-based compensation paid to Mr. Dean is subject to the Company’s clawback policy. Under the CRCA, Mr. Dean is subject to confidentiality and invention assignment covenants, a non-competition covenant during employment and for 12 months thereafter, customer and employee non-solicitation covenants during employment and for 24 months thereafter, and mutual non-disparagement obligations.
The foregoing descriptions of the Employment Agreement and the CRCA are summaries only and are qualified in their entirety by reference to the full text of such documents, copies of which are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and incorporated herein by reference.
Item 7.01. Regulation FD Disclosure.
On November 12, 2026, the Company issued a press release announcing the appointment of Mr. Dean as Chief Operating Officer. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Exhibits | |
| 10.1*† | Form of Executive Employment Agreement, dated as of November 3, 2026, by and between NextBoat Inc. and Alexander B. Dean. | |
| 10.2*† | Form of Confidentiality and Restrictive Covenant Agreement, dated as of November 3, 2026, by and among NextBoat Inc., Off The Hook Yacht Sales NC, LLC and Alexander B. Dean. | |
| 99.1 | Press Release, dated November 12, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
| * | Certain personal information has been excluded from the exhibit pursuant to Item 601(a)(6) of Regulation S-K. |
| † | Indicates a management contract or compensatory plan or arrangement. |
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.
| Date: November 12, 2026 | NextBoat Inc. | |
| By: | /s/ Ross Tannenbaum | |
| Name: | Ross Tannenbaum | |
| Title: | Chief Executive Officer | |
Exhibit 99.1
NextBoat Appoints Former Fanatics Executive Alex Dean as Chief Operating Officer
Seasoned executive with a history of transforming operations joins to drive execution and growth
Wilmington, NC – ACCESS Newswire – November 12, 2026 – NextBoat Inc. (NYSE American: NXB) (“NextBoat” or the “Company”) today announced that Alex Dean has joined the Company as Chief Operating Officer. Mr. Dean will report to Chief Executive Officer Ross Tannenbaum and will lead the Company’s operations, including the integration of its acquired businesses, as NextBoat focuses on disciplined execution and scalable growth heading into 2027.
Mr. Dean brings more than 20 years of experience transforming operations and building high-growth businesses across e-commerce, physical retail, licensing, merchandising and manufacturing. He joins NextBoat from Fanatics, where he held a series of senior leadership roles, most recently Vice President and General Manager of Racing, Entertainment & Golf. Throughout his career, he has led cross-functional teams to integrate acquired businesses, launch new divisions and scale them with full P&L accountability. Mr. Dean and Mr. Tannenbaum previously worked together for more than a decade at Dreams, Inc. and at Fanatics, which acquired Dreams in 2012. He holds a B.A. in Economics from Yale.
“Alex has a long record of building and transforming businesses, and over the many years we worked together, I saw him consistently deliver operational discipline and results,” said Ross Tannenbaum, Chief Executive Officer of NextBoat. “He pairs structure and accountability with an entrepreneurial approach. As NextBoat unifies its businesses and enters its next phase of growth, Alex is the right leader to run our operations.”
“NextBoat is at a pivotal stage, and I look forward to working alongside Ross once again to lead its next chapter,” said Mr. Dean. “The Company has a talented team, a growing technology-driven platform and a real opportunity to modernize how people buy and sell boats. My focus will be building the operating foundation that lets us scale, so our team can serve clients better and we can deliver for our shareholders.”
Building on Mr. Tannenbaum’s appointment as Chief Executive Officer in September 2026, Mr. Dean’s addition is part of the Company’s broader effort to strengthen its leadership team. With Mr. Dean leading operations, NextBoat expects to sharpen operational performance across its businesses and pursue disciplined growth in 2027.
About NextBoat Inc.
Founded in 2012, NextBoat Inc., previously known as Off The Hook YS Inc., is a vertically integrated, technology-driven marine platform, transforming how boats are bought, sold, financed, and serviced across the United States. Through proprietary technology, transaction data, financing capabilities, and a growing national acquisition network, the Company operates across boat brokerage, wholesale inventory acquisition, auctions, financing, and marine services. NextBoat’s ecosystem includes Off The Hook Yachts, Autograph Yacht Group, Azure Funding, and proprietary lead-generation platforms. Headquartered in Wilmington, North Carolina, NextBoat is rapidly expanding its national footprint and market share within the $57 billion U.S. marine industry.
Contact
Investor Relations
ir@nextboat.com
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the federal securities laws regarding NextBoat Inc. (“Company”), including, without limitation, statements regarding the Company’s business strategy, technology platform, market opportunity, planned operations, and expected results and benefits. You can generally identify forward-looking statements by the use of forward-looking terminology such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “explore,” “evaluate,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” or “will,” or the negative of such terms thereof or other variations thereon or comparable terminology, although not all forward-looking statements contain these identifying words.
These forward-looking statements are based on the Company’s current plans, objectives, estimates, expectations, and intentions and inherently involve significant risks and uncertainties, many of which are beyond our control. Actual results, performance or achievements, including the timing of events, may differ materially from those expressed or implied by the forward-looking statements as a result of various risks and uncertainties, including those described under the heading “Risk Factors” in the Company’s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other subsequent filings with the SEC. Copies of these filings are available on the SEC’s website at www.sec.gov. Investors are cautioned that forward-looking statements are not guarantees of future performance, and are cautioned not to place undue reliance on any such forward-looking statements. The forward-looking statements made in this press release are made only as of the date hereof or as of the dates indicated in the forward-looking statements and reflect the views stated therein with respect to future events at such dates, even if they are subsequently made available by the Company on its website or otherwise. The Company undertakes no obligation to update, revise or supplement any forward-looking statements to reflect actual results, new information, future events, changes in its expectations or other circumstances occurring after the date such statements were made, except as required by applicable law.