What are Jason Ruegg’s NextBoat (NXB) share holdings after these transactions?

After the reported transactions, Jason Ruegg directly held 2,641,250 Common Stock shares. Indirectly, through Ruegg Capital Group Inc., he held 10,721,000 shares. These balances reflect the gifts, the compensation transfer, and a correction adding 5,000 previously omitted vested Restricted Stock Unit shares.

How did the NextBoat (NXB) Form 4 correct previously reported share amounts?

The Form 4 states that all reported balances now include 5,000 Common Stock shares issued upon vesting of Restricted Stock Units on December 29, 2025. These shares were omitted from earlier filings, so starting balances and per-transaction share totals in this report were adjusted upward by that amount.

NextBoat (NXB) chair reports 125K-share gift and 54K stock transfer

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

NextBoat Inc. director, President and Chairman Jason Daniel Ruegg reported several non-market stock transfers involving Common Stock. He made bona fide gifts totaling 125,000 shares at an indicated value of $2.05 per share, with no consideration received. After these gifts, his directly held balance was 2,528,750 shares. Separately, Ruegg Capital Group Inc., which he solely owns, transferred 54,000 shares as compensation for services, also valued at $2.05 per share, with no cash consideration. Following this transfer, indirect holdings through Ruegg Capital Group Inc. were 10,721,000 shares. The filing also corrects prior reports by recognizing 5,000 shares issued upon vesting of Restricted Stock Units previously omitted.

Insider Trade Summary

Net Seller: 179,000 shares

Net Sell 4 txns

Insider Ruegg Jason Daniel

Role President and Chairman

Type	Security	Shares	Price	Value
Gift	Common Stock	12,500	$2.05	$26K
Gift	Common Stock	12,500	$2.05	$26K
Gift	Common Stock	100,000	$2.05	$205K
Other	Common Stock	54,000	$2.05	$111K

Holdings After Transaction: Common Stock — 2,528,750 shares (Direct); Common Stock — 10,721,000 shares (Indirect, see footnote)

Footnotes (6)

F1. Shares reported as indirectly owned are held by Ruegg Capital Group Inc., of which the reporting person is the sole owner.
F2. Represents bona fide gift of 12,500 shares of Common Stock. No consideration was received by the reporting person.
F3. Represents bona fide gift of 12,500 shares of Common Stock. No consideration was received by the reporting person.
F4. Represents bona fide gift of 100,000 shares of Common Stock. No consideration was received by the reporting person.
F5. Represents transfer of 54,000 shares of Common Stock by Ruegg Capital Group Inc. as compensation for services rendered. No cash consideration was received by the reporting person or Ruegg Capital Group Inc. The shares were valued at $2.05 per share (the market price on the date of the transaction).
F6. Correction of Prior Reported Amounts: The share balances reported in this Form 4 reflect a correction to previously reported figures. The Form 4 filed on March 31, 2026 omitted 5,000 shares of Common Stock issued to the reporting person upon the vesting of Restricted Stock Units on December 29, 2025 (reported as derivatives in Table II of the Form 4 filed on December 11, 2025). As a result, the starting balance for this filing is 2,653,750 shares which is 5,000 shares more than the 2,648,750 balance reflected in the Form 4 filed on May 15, 2026. All per-transaction balances in Table I have been adjusted accordingly.

Key Figures

Gifted shares: 125,000 shares Compensation transfer: 54,000 shares Indirect holdings: 10,721,000 shares +3 more

6 metrics

Gifted shares 125,000 shares Total bona fide gifts of Common Stock at $2.05 per share

Compensation transfer 54,000 shares Transferred by Ruegg Capital Group Inc. as compensation for services at $2.05

Indirect holdings 10,721,000 shares Common Stock held indirectly through Ruegg Capital Group Inc. after transfer

Direct holdings 2,641,250 shares Common Stock held directly by Jason Ruegg after reported gifts

Reference share value $2.05 per share Market price used to value gifts and compensation transfer

RSU correction 5,000 shares Previously omitted shares issued upon vesting of Restricted Stock Units

Key Terms

bona fide gift, Restricted Stock Units, Ruegg Capital Group Inc., compensation for services

4 terms

bona fide gift financial

"Represents bona fide gift of 100,000 shares of Common Stock."

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.

Restricted Stock Units financial

"shares of Common Stock issued to the reporting person upon the vesting of Restricted Stock Units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Ruegg Capital Group Inc. financial

"Shares reported as indirectly owned are held by Ruegg Capital Group Inc., of which the reporting person is the sole owner."

compensation for services financial

"Represents transfer of 54,000 shares of Common Stock by Ruegg Capital Group Inc. as compensation for services rendered."

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/17/2026 - 05:00 PM Accepted by SEC EDGAR 06/17/2026 - 05:00 PM

FAQ

What insider stock transactions did NextBoat (NXB) report for Jason Ruegg?

NextBoat reported that Jason Daniel Ruegg recorded three bona fide stock gifts totaling 125,000 Common Stock shares and one separate transfer of 54,000 shares as compensation for services. All transactions used a reference value of $2.05 per share and involved no cash consideration.

How many NextBoat (NXB) shares did Jason Ruegg gift, and at what value?

Jason Ruegg reported bona fide gifts totaling 125,000 Common Stock shares: one gift of 100,000 shares and two gifts of 12,500 shares each. The filing notes these were valued at $2.05 per share, and no consideration was received by the reporting person for any of the gifts.

What is Ruegg Capital Group Inc.’s role in the NextBoat (NXB) Form 4?

Indirectly owned shares are held by Ruegg Capital Group Inc., which Jason Ruegg solely owns. The entity transferred 54,000 Common Stock shares as compensation for services, valued at $2.05 per share. No cash consideration was received by Ruegg or Ruegg Capital Group Inc. for this transfer.

Did Jason Ruegg receive cash for the reported NextBoat (NXB) transactions?

The filing states that no cash consideration was received for any of the reported transactions. The 125,000-share gifts provided no consideration, and the 54,000-share transfer by Ruegg Capital Group Inc. was compensation for services, valued at $2.05 per share but paid entirely in stock.

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^*

Ruegg Jason Daniel

(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	X	10% Owner
X	Officer (give title below)		Other (specify below)
	President and Chairman

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026

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)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock⁽²⁾	06/16/2026		G		12,500	D	$2.05⁽²⁾	2,641,250⁽⁶⁾	D
Common Stock⁽³⁾	06/16/2026		G		12,500	D	$2.05⁽³⁾	2,628,750	D
Common Stock⁽⁴⁾	06/16/2026		G		100,000	D	$2.05⁽⁴⁾	2,528,750	D
Common Stock⁽⁵⁾	06/16/2026		J		54,000	D	$2.05⁽⁵⁾	10,721,000	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Shares reported as indirectly owned are held by Ruegg Capital Group Inc., of which the reporting person is the sole owner.

2. Represents bona fide gift of 12,500 shares of Common Stock. No consideration was received by the reporting person.

3. Represents bona fide gift of 12,500 shares of Common Stock. No consideration was received by the reporting person.

4. Represents bona fide gift of 100,000 shares of Common Stock. No consideration was received by the reporting person.

5. Represents transfer of 54,000 shares of Common Stock by Ruegg Capital Group Inc. as compensation for services rendered. No cash consideration was received by the reporting person or Ruegg Capital Group Inc. The shares were valued at $2.05 per share (the market price on the date of the transaction).

6. Correction of Prior Reported Amounts: The share balances reported in this Form 4 reflect a correction to previously reported figures. The Form 4 filed on March 31, 2026 omitted 5,000 shares of Common Stock issued to the reporting person upon the vesting of Restricted Stock Units on December 29, 2025 (reported as derivatives in Table II of the Form 4 filed on December 11, 2025). As a result, the starting balance for this filing is 2,653,750 shares which is 5,000 shares more than the 2,648,750 balance reflected in the Form 4 filed on May 15, 2026. All per-transaction balances in Table I have been adjusted accordingly.

	/s/ Jason Ruegg	06/17/2026
	** 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)

Source: View Original Filing on SEC EDGAR