FG Nexus Inc.

false 0001591890 0001591890 2026-05-18 2026-05-18 0001591890 FGNX:CommonStockParValuePerShareMember 2026-05-18 2026-05-18 0001591890 FGNX:CumulativePreferredStockSeriesAMember 2026-05-18 2026-05-18 iso4217:USD xbrli:shares iso4217:USD xbrli:shares 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 18, 2026 FG NEXUS INC. (Exact name of registrant as specified in its charter) Nevada 001-36366 46-1119100 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification Number) 6408 Bannington Road Charlotte , NC 28226 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (704) 994-8279 (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 Ticker symbol(s) Name of each exchange on which registered Common Stock, $0.001 par value per share FGNX The Nasdaq Stock Market LLC 8.00% Cumulative Preferred Stock, Series A, $25.00 par value per share FGNXP The Nasdaq Stock Market 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. FG Nexus Inc. (the “Company”) issued a press release on May 18, 2026, announcing that the board of directors of the Company declared a cash dividend of $0.50 per share on the Company’s 8.00% Cumulative Preferred Stock, Series A (the “Preferred Stock”) for the period commencing on March 15, 2026 and ending on June 14, 2026, payable on June 15, 2026 to holders of record of the Preferred Stock on June 1, 2026 (the “Press Release”). A copy of the Press Release is attached hereto as Exhibit 99.1 and incorporated into this Item 7.01 by reference. As provided in General Instruction B.2 of Form 8-K, the information in this Item 7.01 and Exhibit 99.1 are “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing. Item 9.01 Financial Statements and Exhibits. (d) Exhibits: Exhibit Description 99.1 Press Release Issued by FG Nexus Inc. on May 18, 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. FG NEXUS INC Date: May 18, 2026 By: /s/ Mark D. Roberson Name: Mark D. Roberson Title: Chief Financial Officer