Business Context and Reporting Period
Company: NEXTNRG, INC.
Filing Type: Form 8-K (Current Report)
Date of Report: January 17, 2026 (Event Date); January 23, 2026 (Signature Date)
Reporting Period: Specific event reporting regarding the termination of a material definitive agreement.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on the administrative termination of a securities offering agreement.
Material Changes
- Termination of ATM Agreement: The Company terminated its At The Market Sales Agreement (ATM Agreement) effective January 17, 2026.
- Agreement History: The original agreement was entered into on July 3, 2025, with an aggregate offering price of up to $75,000,000. On November 14, 2025, the agreement was amended to reduce the aggregate allowed offering amount to $60,000,000.
- Agents Involved: ThinkEquity LLC, H.C. Wainwright & Co., LLC, and Roth Capital Partners, LLC.
Guidance, Outlook, and Risks
Management Commentary: The Company issued a press release on January 23, 2026, announcing the termination. The filing states the termination was consistent with the terms of the ATM Agreement following the delivery of notice to the Agents.
Risks and Contingencies: No specific risks or contingencies are detailed in this filing text beyond the cessation of the ability to sell shares under the terminated ATM facility.
Investor Verification Checklist
- Verify the total amount of shares sold under the ATM Agreement prior to its termination on January 17, 2026.
- Confirm the Company's current cash position and alternative capital raising strategies following the termination of the $60,000,000 ATM facility.
- Review the attached press release (Exhibit 99.1) for any additional context regarding the strategic rationale for termination.
- Check for any subsequent filings regarding new financing arrangements or amendments to capital structure.