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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported): May 19, 2026
Off
The Hook YS Inc.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-42930 |
|
33-2636992 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
1701
Jel Wade Dr
Wilmington,
NC 28401
(Address
of principal executive offices)
Registrant’s
telephone number, including area code: (910) 772-9277
N/A
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
| ☐ |
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) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common
Stock, $0.001 par value |
|
OTH |
|
NYSE
American LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item
7.01. Regulation FD Disclosure.
On
May 19, 2026, Off The Hook YS Inc. (the “Company”) issued a press release: “Off The Hook YS To Rebrand as
NextBoat and Change Ticker Symbol to “NXB””. A copy of the press release is attached hereto as Exhibit 99.1.
The
information under Item 7.01 of this Current Report on Form 8-K and the exhibit attached hereto shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section,
or incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, except as shall be
expressly set forth by specific reference in any such filing.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
| Exhibit Number |
|
Exhibits |
| 99.1 |
|
Press Release of Off the Hook YS Inc. entitled “Off The Hook YS To Rebrand as NextBoat and Change Ticker Symbol to “NXB”” dated May 19, 2026. |
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document). |
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: May 19, 2026 |
Off The
Hook YS Inc. |
| |
|
|
| |
By: |
/s/
Brian John |
| |
Name: |
Brian John |
| |
Title: |
Chief Executive Officer |
Exhibit 99.1

Off
The Hook YS To Rebrand as NextBoat and Change Ticker Symbol to “NXB”
Wilmington,
NC – May 19, 2026 – Off The Hook YS Inc. (NYSE American: OTH) (“Off the Hook Yachts” or “Off
the Hook” or “the Company”), a vertically integrated, AI-powered marine marketplace and one of the largest buyers and
sellers of used boats in the United States, today announced that it will officially rebrand as NextBoat Inc. and change its ticker symbol
from “OTH” to “NXB” on the NYSE American, effective on or about May 29, 2026.
The
rebrand reflects the Company’s evolution from a traditional yacht brokerage business into an AI-powered technology platform designed
to modernize and scale the global pre-owned marine marketplace. While Off The Hook Yachts was the foundation of the Company, management
believes the name no longer reflects the scale, technology, or long-term vision of the business.
“Off
The Hook Yachts was where we started, but NextBoat represents where we are going,” said Brian John, Chief Executive Officer. “We
are building a technology platform that empowers brokers, dealers, resellers, and marine entrepreneurs to buy and sell boats more efficiently
through artificial intelligence, automation, and data-driven infrastructure.” Importantly, Off The Hook Yachts will continue operating
as a core division under NextBoat, focused primarily on B2B dealer transactions and inventory liquidation, allowing dealers to
wholesale trade-ins and aged inventory through the platform.
NextBoat
is far more than a marketplace. The platform enables brokers, buyers, dealers, and resellers to source inventory, access AI-driven valuations,
secure financing, and complete transactions digitally within a single ecosystem. At its core, NextBoat is designed to power a growing
network of independent marine entrepreneurs—including brokers, wholesalers, and resellers—allowing them to operate their
businesses without the traditional overhead of brick-and-mortar dealerships or brokerage offices. Rather than building expensive physical
locations, the Company believes technology enables a scalable, decentralized distribution network, where participants can buy and sell
boats from virtually anywhere while leveraging NextBoat’s technology, capital, financing, and operational infrastructure. NextBoat
is embedding artificial intelligence throughout the transaction process, including:
| |
● |
AI-Driven Valuations to improve pricing accuracy |
| |
● |
AI-Assisted Acquisition to identify undervalued and off-market
opportunities |
| |
● |
AI-Driven Closings (Next Phase) designed to automate documentation
and workflows to support significant transaction growth |
| |
● |
AI-Powered Matching to connect buyers and sellers more efficiently |
“We’re
entering a phase where technology doesn’t just support transactions—it executes them,” said Blake Phillips, Chief Operating
Officer. “This is how we believe we can scale efficiently without traditional overhead. We are an AI driven technology platform
that allows us to be the largest buyer and seller of pre-owned boats. Just as technology transformed how people buy homes, cars, and
travel, we believe boating is approaching its own major digital transformation. Our goal is not simply to participate in this evolution,
we intend to define it.”
NextBoat
combines:
| |
● |
Consumer marketplace transactions |
| |
● |
Dealer trade-in and wholesale liquidity through Off The Hook
Yachts |
| |
● |
Auction and liquidation channels |
| |
● |
Financing and insurance solutions |
| |
● |
Long-term ownership and marine services |
The
Company believes each transaction strengthens its proprietary data ecosystem, improving pricing intelligence, inventory acquisition,
and transaction efficiency over time. “Our goal is to do for boats what modern technology platforms have done for other industries—bring
speed, transparency, and scalability to a fragmented market,” added John.
About
Off The Hook YS Inc.
Founded
in 2012, Off The Hook YS Inc. is a vertically integrated, AI-powered marine marketplace transforming how boats are bought, sold, and
financed across the United States. Leveraging proprietary technology, deep transaction data, and a national acquisition network, the
Company increases speed, transparency, and inventory velocity across boat brokerage, wholesale trading, auctions, financing, and marine
services, with an integrated ecosystem that includes Autograph Yacht Group, Azure Funding, and proprietary lead-generation
platforms. Headquartered in Wilmington, North Carolina, Off The Hook is rapidly expanding its national footprint and market share within
the $57 billion U.S. marine industry.
Contact
Investor
Relations
ir@offthehookys.com
Forward-Looking
Statements
This
press release contains “forward-looking statements” that are subject to substantial risks and uncertainties. All statements,
other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements
contained in this press release may be identified by the use of words such as “anticipate,” “believe,” “contemplate,”
“could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,”
“plan,” “potential,” “predict,” “project,” “target,” “aim,” “should,”
“will,” “would,” or the negative of these words or other similar expressions, although not all forward-looking
statements contain these words. Forward-looking statements are based on Off The Hook YS Inc.’s current expectations and are subject
to inherent uncertainties, risks and assumptions that are difficult to predict. Further, certain forward-looking statements are based
on assumptions as to future events that may not prove to be accurate. These and other risks and uncertainties are described more fully
in the section titled “Risk Factors” in the final prospectus related to the public offering filed with the Securities and
Exchange Commission. Forward-looking statements contained in this announcement are made as of this date, and Off The Hook YS Inc. undertakes
no duty to update such information except as required under applicable law.