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NEXSCIENT INC 8-K Filings

NXNT OTC

Every 8-K that NEXSCIENT INC (NXNT) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow NXNT and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full NXNT filings page.

Rhea-AI Summary

Nexscient, Inc. (NXNT) provides audited standalone financial statements for its indirect Philippine subsidiary, Flipside Digital Content Company Inc., for 2025 and 2024. Flipside provides data curation and annotation services for AI customers in autonomous driving, robotics, and geospatial markets, with revenues largely billed in U.S. Dollars.

Flipside generated $2.48 million of net revenues in both 2025 and 2024, but results shifted from net income of $18,998 in 2024 to a net loss of $174,777 in 2025 as higher interest expense and lower operating income reduced profitability. Total assets were $1.75 million at December 31, 2025, including $1.23 million of current assets, against $1.44 million of total liabilities and stockholders’ equity of $310,933.

Borrowings totaled $806,921, of which $741,917 is current, largely from high-rate Philippine lenders and related parties. Management and the auditor highlight conditions that raise substantial doubt about Flipside’s ability to continue as a going concern, including current borrowings, negative operating cash flow of $368,526 in 2025, a related-party receivable of $810,233 with no prior fixed terms, and reliance on a small number of major AI customers that represented about 96% of 2025 revenue. Flipside became an indirect wholly owned subsidiary of Nexscient on April 1, 2026.

Rhea-AI Summary

Nexscient describes the acquisition of Flipside AI as the operational foundation of a vertically integrated AI training-data strategy. The acquired organization includes more than 350 employees, with a target of approximately 850 employees by year-end, focused on high-quality data for embodied intelligence applications such as humanoid robotics and autonomous systems.

The company is developing two key platforms: TaskAlpha, a Singapore-based data-collection and workflow infrastructure, and AlphaCortex, a curated training-data catalog intended for licensing. Leadership and governance have been expanded through the appointment of Flipside founder Anthony De Luna as Director and CTO and the addition of independent director Jaime Fanlo, as Nexscient prepares for potential Nasdaq uplisting and broader capital-markets engagement.

Over the past four months, Nexscient completed two financing rounds totaling $1.53 million to support growth, while signaling that additional capital will likely be required to expand capacity, advance platform development, and pursue an eventual exchange listing.

Rhea-AI Summary

Nexscient, Inc. reported leadership and governance changes. Effective June 30, 2026, Chief Operating Officer Tarek Shoufani resigned from his officer role but will continue serving as a non-employee director. The company stated his resignation was not due to any disagreement over operations, policies, or practices.

Effective July 1, 2026, the board appointed experienced lawyer and investor Jaime Fanlo as an independent director. On the same date, Nexscient entered into new director compensation agreements with Tarek Shoufani, Eric Manlunas, and Jaime Fanlo, providing equity-only pay.

Each director received a performance-based restricted stock unit award covering 250,000 RSUs, with each unit convertible into one common share upon vesting. The units vest in tranches when specified market capitalization thresholds are maintained for 20 consecutive trading days within a 10-year performance period, subject to continued board service, or are otherwise forfeited.

Rhea-AI Summary

Nexscient, Inc. reported that on June 25, 2026 it issued 816,000 restricted common shares to its two executive officers in full settlement of $204,000 in accrued and unpaid wages. The stock was valued at $0.25 per share, a price the board determined in good faith using the company’s recent $0.25-per-share Regulation D private placement as a reference.

The issuances were made in lieu of cash to conserve cash for operations and strategic initiatives, including a planned uplisting to a national securities exchange. The transactions were approved by disinterested directors under Delaware related‑party rules, and the unregistered shares were issued under the Section 4(a)(2) exemption as restricted securities to accredited investors.

Rhea-AI Summary

Nexscient, Inc. has changed its fiscal year end from June 30 to December 31, effective for the fiscal period starting July 1, 2025. This creates a transition period covering July 1, 2025 through December 31, 2025, after which each fiscal year will end on December 31.

The company plans to report this transition period on a transition report on Form 10-K, including audited financial statements. The original due date for this transition report has already passed, and Nexscient states it intends to file the transition report and any other required periodic reports as promptly as practicable so it can become current in its reporting obligations under the Exchange Act.

Rhea-AI Summary

Nexscient, Inc. appointed Mr. Eric Sherb as its Chief Financial Officer, effective April 1, 2026, in connection with a new consulting arrangement. The company entered into a Consulting Agreement with EMS Consulting Services, Inc., controlled by Mr. Sherb, under which he will provide chief financial officer-level financial and accounting services.

EMS Consulting Services, Inc. will receive a monthly cash retainer of $5,000, and Mr. Sherb will be granted 36,000 shares of Nexscient common stock, vesting in equal installments over six months. The consulting agreement is effective April 1, 2026 and may be terminated by either party at any time.

The filing highlights Mr. Sherb’s 19 years of experience in accounting, audit, financial advisory and capital markets work, including prior CFO and consulting roles for Nasdaq- and OTC-listed companies. It also notes there are no family relationships or other related-party transactions with Mr. Sherb beyond the disclosed consulting agreement.

Rhea-AI Summary

Nexscient, Inc. has completed its acquisition of Flipside AI, buying 100% of the company for approximately $6.20 million in cash, stock, and a convertible note. The deal adds advanced AI data engineering capabilities focused on Physical AI and multimodal datasets.

Consideration includes $600,000 in cash, a $450,000 convertible promissory note, and 6,846,000 shares of restricted common stock. Flipside founder Anthony S. De Luna becomes Nexscient’s Chief Technology Officer and joins its Board while continuing as CEO of Flipside AI.

Rhea-AI Summary

Nexscient, Inc. has agreed to acquire 100% of Crestview BPO Pte. Ltd., which will own all of Flipside Digital Content Company, Inc., under a definitive stock purchase agreement dated January 13, 2026. The aggregate purchase price is $6,184,500, subject to customary working capital and debt adjustments.

Consideration includes $600,000 in cash at closing, with $200,000 held in escrow for indemnification, a $450,000 seller convertible promissory note convertible into Nexscient common stock at $0.75 per share with scheduled maturities over three years, and 6,846,000 restricted Nexscient common shares valued at $5,134,500. The agreement includes customary representations, warranties, covenants, indemnities and closing conditions, including regulatory approvals and completion of a pre-closing reorganization, and the transaction is expected to close once all conditions are satisfied or waived.

Rhea-AI Summary

Nexscient, Inc. (OTCQB: NXNT) announced a strategic alliance with Tekcapital plc to source university-originated technologies aligned with Nexscient’s AI and advanced computing focus areas. The agreement is effective November 7, 2025 and runs for 12 months, during which Tekcapital will present opportunities for Nexscient’s review and potential acquisition. Once candidates are approved by Nexscient, Tekcapital will lead early-stage negotiations and structure transactions for Nexscient to acquire.

As consideration for services over the term, Nexscient will issue 300,000 shares of its restricted common stock to Tekcapital. The arrangement is intended to expand Nexscient’s access to a curated pipeline of innovations while formalizing Tekcapital’s role in sourcing and initial deal structuring.

Rhea-AI Summary

Nexscient, Inc. (NXNT) announced a leadership change. On November 5, 2025, Chief Financial Officer Michael Portera resigned, effective immediately. The company stated the resignation was not the result of any disagreement with its operations, policies, or practices.

Chief Executive Officer Fred E. Tannous was appointed Interim Chief Financial Officer on the same date and will hold both roles while the company searches for a permanent CFO. Nexscient has begun identifying and evaluating candidates for the position.