NextBoat (NXB) CEO uses 120,000 shares to pay for prior services, keeps 1.13M

Rhea-AI Filing Summary

John Brian reported open-market sale transactions in this Form 4 filing.

NextBoat Inc. director and CEO John Brian reported an indirect disposition of 120,000 shares of common stock. The filing lists a reference price of $2.41 per share, equal to the NYSE American closing price on the transfer date, but clarifies this did not represent proceeds to him.

The shares, held through BK Investments LLC, were transferred to a third-party service provider as consideration for professional services previously rendered to the company, a cost Mr. Brian personally bore. He received no cash or other economic consideration from this transfer. Following the transaction, indirect holdings reported for Mr. Brian were 1,133,350 shares of NextBoat common stock.

Insights

Insider transactions analyst

Disposition is a non-cash payment for services, not an open-market sale.

The Form 4/A shows CEO and director John Brian disposing of 120,000 shares of NextBoat Inc. common stock at a reference price of $2.41 per share. The shares were held indirectly through BK Investments LLC, which he solely owns.

Footnote disclosure states the shares were transferred to a third-party service provider as payment for professional services already provided to the company, a cost personally borne by Mr. Brian. He received no proceeds, and the transaction was not an open-market trade, which reduces its signaling value compared with typical insider sales.

After this non-cash disposition, his reported indirect holdings total 1,133,350 shares. From the information provided, this appears to be a compensation-related settlement rather than a change in his personal investment view of NextBoat stock.

Insider Trade Summary

Net Seller: 120,000 shares ($289,200)

Net Sell 1 txn

Insider John Brian

Role CEO and Director

Sold 120,000 shs ($289K)

Type	Security	Shares	Price	Value
Sale	Common Stock	120,000	$2.41	$289K

Holdings After Transaction: Common Stock — 1,133,350 shares (Indirect, See Footnote)

Footnotes (1)

1. These securities are held by BK Investments LLC, of which the reporting person is the sole owner and may be deemed to beneficially own such securities. The price of $2.41 reported above represents the closing market price of the Issuer's common stock on the NYSE American on the date of transfer and does not represent proceeds received by Mr. John. The shares were not sold on the open market. Rather, the shares were transferred by Mr. John to a third-party service provider in consideration for professional services previously rendered to the Company, the cost of which Mr. John personally bore. Mr. John received no proceeds from the transfer of the shares. This amended Form 4/A is being filed to add this footnote 2 to clarify that Mr. John received no economic consideration in connection with the disposition of the shares.

Key Figures

Shares disposed: 120,000 shares Reference price: $2.41 per share Shares held after transaction: 1,133,350 shares

3 metrics

Shares disposed 120,000 shares Common stock transferred on May 15, 2026

Reference price $2.41 per share Closing market price on NYSE American on transfer date

Shares held after transaction 1,133,350 shares Indirect holdings through BK Investments LLC following disposition

Key Terms

indirect ownership, beneficially own, consideration for professional services, no economic consideration

4 terms

indirect ownership financial

"These securities are held by BK Investments LLC, of which the reporting person is the sole owner"

beneficially own financial

"may be deemed to beneficially own such securities"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

consideration for professional services financial

"transferred by Mr. John to a third-party service provider in consideration for professional services previously rendered"

no economic consideration financial

"Mr. John received no economic consideration in connection with the disposition of the shares"

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Form 4 Insider Transactions: What Each Field Means →

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

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^*

John Brian

(Last) (First) (Middle)

1701 JEL WADE DRIVE

(Street)

WILMINGTON NORTH CAROLINA 28401

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NextBoat Inc. [ NXB ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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

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

4. If Amendment, Date of Original Filed (Month/Day/Year)
05/19/2026

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	05/15/2026		S		120,000	D	$2.41(2)	1,133,350	I	See Footnote(1)

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. These securities are held by BK Investments LLC, of which the reporting person is the sole owner and may be deemed to beneficially own such securities.

2. The price of $2.41 reported above represents the closing market price of the Issuer's common stock on the NYSE American on the date of transfer and does not represent proceeds received by Mr. John. The shares were not sold on the open market. Rather, the shares were transferred by Mr. John to a third-party service provider in consideration for professional services previously rendered to the Company, the cost of which Mr. John personally bore. Mr. John received no proceeds from the transfer of the shares. This amended Form 4/A is being filed to add this footnote 2 to clarify that Mr. John received no economic consideration in connection with the disposition of the shares.

	/s/ Brian S. John	05/29/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did NextBoat (NXB) CEO John Brian report in this Form 4/A?

He reported an indirect disposition of 120,000 shares of NextBoat common stock. The shares were transferred, not sold on the open market, as part of settling obligations for professional services previously rendered to the company.

Did the NextBoat (NXB) CEO receive cash from the 120,000-share disposition?

No, the filing states John Brian received no proceeds from the transfer. The shares were used to compensate a third-party service provider for earlier services, with Mr. Brian personally bearing that cost rather than taking any economic benefit.

Was the 120,000-share NextBoat (NXB) transaction an open-market sale?

According to the footnote, the shares were not sold on the open market. They were transferred to a third-party service provider as consideration for professional services, despite the Form 4 using a sale transaction code and listing a reference closing market price.

How many NextBoat (NXB) shares does John Brian hold after this transaction?

The Form 4/A reports that after the 120,000-share disposition, John Brian indirectly holds 1,133,350 shares. These shares are held through BK Investments LLC, which he solely owns and through which he may be deemed to beneficially own the securities.

Why does the Form 4/A for NextBoat (NXB) reference a price of $2.41 per share?

The $2.41 figure is described as the NYSE American closing market price on the transfer date. The filing clarifies it is only a reference price and does not represent proceeds received by John Brian from the disposition of the 120,000 shares.

What role does BK Investments LLC play in the NextBoat (NXB) Form 4/A?

The filing notes that the disposed shares and remaining holdings are held by BK Investments LLC. John Brian is the sole owner of this entity and may be deemed to beneficially own the shares held through it, reflecting indirect ownership of the stock.