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NEXTNRG (NXXT) CEO makes 1M-share bona fide gift, retains 62M

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

NEXTNRG, INC. CEO and Executive Chairman Michael D. Farkas reported a bona fide gift of 1,000,000 shares of common stock on June 18, 2026. The gift was recorded at a price of $0.0000 per share, indicating no sale proceeds.

After the gift, Farkas directly holds 62,497,924 shares of common stock. He also indirectly holds 12,900,188 shares through SIF Energy LLC, 26,578 shares through Balance Labs, Inc., and 154,827 shares through Inductive Holdings LLC, where he has voting and investment control.

The filing notes an additional 140,000 shares of Series B preferred stock held by Farkas, which may be convertible into 725,200 shares of common stock under the stated terms. The transactions in this report are transfers and holdings rather than open-market purchases or sales.

Positive

  • None.

Negative

  • None.
Insider FARKAS MICHAEL D
Role CEO and Executive Chairman
Type Security Shares Price Value
Gift Common Stock 1,000,000 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 62,497,924 shares (Direct, null); Common Stock — 154,827 shares (Indirect, See footnote)
Footnotes (1)
  1. Does not include 725,200 shares of common stock which may be issued upon conversion of 140,000 shares of Series B preferred stock held by the reporting person, each with a stated value of $10.00 per share, at 70% of $2.78 (the minimum price on the date of issuance). Held by SIF Energy LLC. The reporting person has voting and investment control over such shares. Held by Balance Labs, Inc. The reporting person has voting and investment control over such shares. Held by Inductive Holdings LLC. The reporting person has voting and investment control over such shares.
Gifted shares 1,000,000 shares Bona fide gift of common stock on June 18, 2026
Gift price $0.0000 per share Reported price for the 1,000,000-share gift
Direct holdings post-transaction 62,497,924 shares Common stock directly held after the gift
Indirect holdings via SIF Energy LLC 12,900,188 shares Common stock with voting and investment control
Indirect holdings via Balance Labs, Inc. 26,578 shares Common stock with voting and investment control
Indirect holdings via Inductive Holdings LLC 154,827 shares Common stock with voting and investment control
Series B preferred shares 140,000 shares Preferred stock held by reporting person
Common shares issuable on conversion 725,200 shares Potential common stock from Series B preferred conversion
bona fide gift financial
"transaction_code_description: "Bona fide gift" for 1,000,000 shares"
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
Series B preferred stock financial
"140,000 shares of Series B preferred stock held by the reporting person"
Series B preferred stock is a type of ownership share issued by a company that offers certain advantages over common stock, such as priority in receiving dividends or assets if the company is sold or liquidated. It is typically issued after an initial round of funding, making it a way for investors to support a company's growth while gaining some protections and benefits. This stock matters to investors because it often provides a more secure investment position with potential for future growth.
stated value financial
"each with a stated value of $10.00 per share"
Stated value is an accounting figure a company assigns to a share when the share has no par (legal) value; it becomes the portion of proceeds recorded as the company’s permanent capital for regulatory and bookkeeping purposes. It matters to investors because it affects the equity reported on the balance sheet and the legal limits on distributions or dividend payments, but it is not the market price — think of it as a record-keeping sticker price rather than what buyers actually pay.
voting and investment control financial
"The reporting person has voting and investment control over such shares."
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
FARKAS MICHAEL D
(Last)(First)(Middle)
C/O NEXTNRG, INC.
407 LINCOLN RD. #9F
(Street)
MIAMI BEACH FLORIDA 33139
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
NEXTNRG, INC. [ NXXT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
CEO and Executive Chairman
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/18/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/18/2026G1,000,000D$062,497,924(1)D
Common Stock154,827ISee footnote(2)
Common Stock26,578ISee footnote(3)
Common Stock12,900,188ISee footnote(4)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Does not include 725,200 shares of common stock which may be issued upon conversion of 140,000 shares of Series B preferred stock held by the reporting person, each with a stated value of $10.00 per share, at 70% of $2.78 (the minimum price on the date of issuance).
2. Held by SIF Energy LLC. The reporting person has voting and investment control over such shares.
3. Held by Balance Labs, Inc. The reporting person has voting and investment control over such shares.
4. Held by Inductive Holdings LLC. The reporting person has voting and investment control over such shares.
/s/ Michael D. Farkas06/22/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did NEXTNRG (NXXT) report for Michael Farkas?

NEXTNRG reported that CEO Michael D. Farkas made a bona fide gift of 1,000,000 shares of common stock on June 18, 2026. The gift was recorded at $0.0000 per share, meaning no sale proceeds were received from this transfer.

How many NEXTNRG (NXXT) shares does Michael Farkas hold after this Form 4?

After the reported transactions, Michael Farkas directly holds 62,497,924 shares of NEXTNRG common stock. He also has indirect holdings through several entities, reflecting additional ownership where he maintains voting and investment control over those shares.

What indirect NEXTNRG (NXXT) holdings does Michael Farkas control?

Michael Farkas indirectly holds 12,900,188 NEXTNRG shares via SIF Energy LLC, 26,578 shares via Balance Labs, Inc., and 154,827 shares via Inductive Holdings LLC. In each case, he has voting and investment control over the indirectly held common stock.

Does the NEXTNRG (NXXT) Form 4 show any open-market stock sales or purchases?

The Form 4 shows a bona fide gift of 1,000,000 NEXTNRG shares at $0.0000 per share and several holding entries. It does not report any open-market purchases or sales, so no trading price or sale proceeds are disclosed in this filing.

What preferred stock holdings tied to NEXTNRG (NXXT) does Michael Farkas report?

Michael Farkas holds 140,000 shares of NEXTNRG Series B preferred stock, each with a stated value of $10.00. These preferred shares may be converted into 725,200 shares of common stock based on 70% of $2.78, the minimum price on the issuance date.

What does 'bona fide gift' mean in the NEXTNRG (NXXT) Form 4?

In this Form 4, a bona fide gift indicates Michael Farkas transferred 1,000,000 NEXTNRG shares without receiving payment. The transaction is coded as a gift rather than a sale, so it reflects a non-market transfer of ownership for those common shares.