Welcome to our dedicated page for NextNRG SEC filings (Ticker: NXXT), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The NextNRG, Inc. (NASDAQ: NXXT) SEC filings page provides access to the company’s regulatory disclosures, including Form 8-K current reports and related exhibits. These documents describe material definitive agreements, financing transactions, and operational milestones that shape the company’s renewable and distributed energy strategy.
Recent 8-K filings detail long-term power purchase agreements entered into by wholly owned project subsidiaries such as NextNRG Sunnyside Microgrid LLC and NextNRG Topanga Microgrid LLC. Under these PPAs, the subsidiaries agree to design, construct, install, own, operate, and maintain on-site photovoltaic and battery energy storage systems at healthcare facilities, while the facilities purchase all electric energy generated at a contracted price per kilowatt-hour. The filings also explain that environmental incentives, environmental attributes, and tax credits associated with the systems accrue to the seller entities.
Other filings focus on capital structure and liquidity. NextNRG reports a securities purchase agreement for senior secured convertible notes and warrants, including multiple closings, original issue discounts, conversion price terms, and related security and registration rights agreements. Additional 8-Ks describe an at-the-market sales agreement for common stock, its subsequent amendment, and a stock purchase agreement under which restricted shares were issued in exchange for cancellation of indebtedness.
Through this page, users can review how NXXT documents its PPAs, financing arrangements, and preliminary financial results. Stock Titan’s tools can pair these filings with AI-powered summaries that highlight key terms in 10-Ks, 10-Qs, 8-Ks, and other reports, as well as surface information on registered and unregistered equity issuances, note obligations, and project-level contracts relevant to NextNRG’s utilities and renewable energy activities.
NextNRG, Inc. (NXXT) reported a third closing under its previously announced financing with an accredited investor, creating additional secured debt and potential future equity issuance. On November 12, 2025, the company issued senior secured convertible notes with aggregate principal of $2,950,000, related due diligence notes of $295,000, and warrants and due diligence warrants to purchase up to 825,000 shares of common stock. NextNRG received $2,500,000 in gross proceeds at this closing, reflecting an 18% original issue discount on the notes. The conversion price for the notes and due diligence notes issued at this closing is $1.688 per share. The shares underlying the notes and warrants from this and any additional closings are covered by the company’s existing shelf registration statement and a related prospectus supplement, allowing them to be issued and later resold once exercised or converted.
NextNRG, Inc. is registering 5,494,770 additional shares of common stock under its shelf registration to cover stock issued upon conversion of senior secured convertible notes and due diligence notes, and upon exercise of related warrants from a third and potential additional closing under a September 8, 2025 purchase agreement. Together with an earlier supplement, the company is offering 11,359,058 shares under this program.
NextNRG has already received gross cash proceeds of $2,500,000 at each of three closings and may receive another $2,500,000 at an additional closing, plus up to $8,250,000 if 1,650,000 warrants tied to the third and additional closings are fully exercised at $5.00 per share. Shares outstanding were 134,406,340 as of this prospectus supplement and could rise to up to 139,901,130 if all such notes convert and warrants are exercised.
The company, an emerging growth and controlled company, applies AI and machine learning to energy infrastructure, microgrids, EV charging and mobile fuel delivery. Key risks highlighted include potential stock price volatility, significant dilution from conversions and future financings, concentrated insider ownership, possible Nasdaq listing compliance issues, no expected dividends, and reliance on reduced reporting requirements.
NextNRG, Inc. (NXXT) filed a Form 8-K to announce that it has released financial results for the third quarter ended September 30, 2025. The company reported these results through a press release dated November 17, 2025, which is furnished as Exhibit 99.1. The information in this exhibit is designated as furnished rather than filed, meaning it is not subject to certain liability provisions under the Securities Exchange Act and is not automatically incorporated into other securities filings unless specifically referenced.
NextNRG, Inc. (NXXT) reported its quarterly results. Q3 2025 sales were $22.86 million, up sharply from $6.99 million a year ago, with gross margin of $2.44 million. For the nine months, sales reached $58.82 million versus $20.98 million in the prior year period.
Losses widened as the company scaled operations and recognized significant non-cash charges. Q3 net loss was $(14.97) million (vs. $(10.62) million), and nine‑month net loss totaled $(60.05) million. General and administrative expenses included approximately $5.6 million in stock‑based compensation in Q3 and $31.05 million year‑to‑date. Interest expense for the nine months was $12.03 million.
Liquidity remains tight. Cash was $653,869 at September 30, 2025, with a working capital deficit of $29.97 million and stockholders’ deficit of $(17.27) million. Management disclosed substantial doubt about the company’s ability to continue as a going concern. During the period, the company completed a common control merger, issued 100,000,000 shares to acquire NextNRG Holding, changed its name, and had 128,106,020 common shares outstanding as of September 30, 2025.
NextNRG, Inc. amended its at-the-market (ATM) program, reducing the aggregate allowed offering amount to $60,000,000 from $75,000,000. The ATM Sales Agreement remains in place with ThinkEquity LLC, H.C. Wainwright & Co., LLC, and Roth Capital Partners, LLC as sales agents, allowing shares to be sold from time to time through these agents, subject to the agreement’s terms.
The company stated there were no other changes to the ATM Agreement. The filing also clarifies that this notice does not constitute an offer to sell or a solicitation to buy shares.
NextNRG, Inc. (NXXT) reduced its at-the-market (ATM) offering size to $60,000,000 under its existing Sales Agreement with ThinkEquity, H.C. Wainwright & Co., and Roth Capital Partners. This Prospectus Supplement amends the prior $75,000,000 capacity, and the program now permits sales of common stock on Nasdaq pursuant to Rule 415.
The company will pay a 3.0% commission on gross proceeds to the Sales Agents. As of this supplement, no shares have been sold under the ATM. NextNRG’s common stock last traded at $2.01 per share on November 13, 2025. The company is a Nasdaq “controlled company,” with CEO Michael D. Farkas beneficially owning approximately 57% of the common stock.
NextNRG, Inc. (NXXT) filed a preliminary proxy for its 2025 Annual Meeting to be held at 10:30 a.m. ET on December 29, 2025, at 407 Lincoln Rd., Suite 9F, Miami Beach, FL 33139. Stockholders of record as of October 30, 2025 may vote.
The proxy asks stockholders to: (1) elect five directors; (2) approve a redomicile from Delaware to Nevada; and (3) ratify M&K CPAs, PLLC as independent auditor for fiscal year 2025. The Board recommends voting FOR all items.
As of the record date, there were 130,840,578 shares of common stock outstanding, plus 350,000 Series A Preferred and 140,000 Series B Preferred, each convertible into 4.53 common shares and carrying 4.53 votes per share. A quorum is 133,060,278 votes. Three of five directors are independent under Nasdaq rules, and committees (Audit, Compensation, Nominating) are fully independent.
The redomicile aims to reduce recurring state costs and align governance with Nevada law. The company paid $121,016 in Delaware franchise tax for 2024 and anticipates approximately $130,000 for 2025; estimated Nevada annual fees are $500 (business license), $175 (agent), and $75 (authorized shares fee). Auditor fees were $143,175 in 2024 and $102,596 in 2023.
NextNRG, Inc. (NXXT) reported insider activity by its Chief Technology Officer. On 10/24/2025, the officer executed a series of open-market sales: 5,000 shares at $2.00, 5,000 shares at $2.03, 5,000 shares at $2.01, and 509 shares at $2.04. Following these transactions, the officer beneficially owns 49,204 shares, held directly. The filing notes the sales were “Sold to cover tax liability.”
NextNRG (NXXT) insider update: Michael D. Farkas, Director, CEO and Executive Chairman, reported acquiring 21,739 shares of common stock at $1.83 on 10/20/2025.
The filing states these shares were issued as a dividend on Series B Preferred Shares held by the reporting person. Following the transaction, Farkas beneficially owns 75,276,039 shares. This includes shares held directly and indirectly through SIF Energy LLC, Balance Labs, Inc., and Inductive Holdings LLC, over which he has voting and investment control.
NextNRG, Inc. completed an additional financing closing on October 22, 2025, issuing senior secured convertible notes with $1,475,000 aggregate principal and related warrants, for $1,250,000 gross proceeds reflecting an 18% original issue discount. The notes initially convert at $1.82 per share; the warrants carry a $5.00 exercise price.
This follows prior closings on September 8 and October 3, bringing cumulative gross proceeds to $5,000,000. Across the three closings, the Company issued an aggregate $5,900,000 in note principal and warrants to purchase 1,500,000 shares, plus due diligence notes of $590,000 and due diligence warrants for 150,000 shares. Shares issuable upon conversion or exercise were registered under the Company’s Form S‑3 shelf via a September 9, 2025 prospectus supplement.