NXXT Form 4: Michael Farkas Increases Ownership to 75.25M Shares

Rhea-AI Filing Summary

Michael D. Farkas, CEO and Executive Chairman of NEXTNRG, Inc. (NXXT), reported a purchase of 1,000,000 shares of common stock on 09/18/2025 at a price of $1.67 per share under a Stock Purchase Agreement. After the transaction, the reporting person beneficially owns 75,254,300 shares in total.

The disclosed beneficial ownership figure is a sum of 62,172,707 shares held directly plus shares controlled through entities: SIF Energy LLC (154,827), Balance Labs, Inc. (26,578), and Inductive Holdings LLC (12,900,188), for which Farkas has voting and investment control. The Form 4 was signed on 09/19/2025.

Positive

• Insider acquisition: Reporting person purchased 1,000,000 shares at $1.67 per share.
• Clear aggregated ownership disclosure: Total beneficial ownership reported as 75,254,300 shares, with breakdown by direct and controlled entities.
• Reporting compliance: Transaction disclosed on Form 4 with Stock Purchase Agreement reference and signed filing.

Negative

• None.

Insights

Financial Analyst

TL;DR: Insider purchase of 1,000,000 NXXT shares increases total beneficial ownership to 75.25M shares; transaction disclosed on Form 4.

This Form 4 reports a direct acquisition of 1,000,000 common shares at $1.67 each under a Stock Purchase Agreement, which is a clear, reportable change in insider holdings. The increase in reported beneficial ownership to 75,254,300 shares combines direct holdings and shares controlled through affiliated entities. For investors, the filing documents a material insider transaction but does not include additional context such as purpose of purchase, financing method, or changes to outstanding share count.

Corporate Governance Expert

TL;DR: CEO and Executive Chairman disclosed acquisition and continued control of shares across multiple entities; governance control remains concentrated.

The filing confirms that Michael D. Farkas holds voting and investment control over shares held directly and through three entities, emphasizing concentrated insider control. The Form 4 lists a formal Stock Purchase Agreement dated September 18, 2025, and a manual signature date of September 19, 2025. The disclosure is compliant with Section 16 reporting obligations and provides transparent detail on ownership aggregation across related entities.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

FARKAS MICHAEL D

(Last) (First) (Middle)

C/O NEXTNRG, INC.

407 LINCOLN RD. #9F

(Street)

MIAMI BEACH FL 33190

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NEXTNRG, INC. [ NXXT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CEO and Executive Chairman

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.0001 per share	09/18/2025		P		1,000,000(1)	A	$1.67	75,254,300(2)	D(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares were issued pursuant to a Stock Purchase Agreement, dated September 18, 2025

2. Amount of Securities Beneficially Owned includes (i) 62,172,707 shares of Common Stock held directly, (ii) 154,827 shares of Common Stock held by SIF Energy LLC, (iii) 26,578 shares of Common Stock held by Balance Labs, Inc., and (iv) 12,900,188 shares of Common Stock held by Inductive Holdings LLC. The Reporting Person has voting and investment control of such shares of Common Stock held by SIF Energy LLC, Balance Labs, Inc. and Inductive Holdings LLC.

	/s/ Michael D. Farkas	09/19/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction did Michael D. Farkas report on Form 4 for NXXT?

The Form 4 reports a direct purchase of 1,000,000 shares of NEXTNRG, Inc. common stock on 09/18/2025 at a price of $1.67 per share.

How many NXXT shares does Michael D. Farkas beneficially own after the reported transaction?

Following the reported transaction, he beneficially owns 75,254,300 shares in total.

Does the filing show control of shares through other entities?

Yes. The total includes shares held by SIF Energy LLC (154,827), Balance Labs, Inc. (26,578), and Inductive Holdings LLC (12,900,188), over which Farkas has voting and investment control.

What document governed the share purchase reported on the Form 4?

The shares were issued pursuant to a Stock Purchase Agreement dated September 18, 2025 as stated in the Form 4 explanations.

When was the Form 4 signed?

The Form 4 bears the signature of Michael D. Farkas dated 09/19/2025.