Nicola Mining (HUSIF) posts pro-forma equity tied to Nasdaq ADS listing bid

Rhea-AI Filing Summary

Nicola Mining Inc. submitted a Form 6-K to provide investors with a pro-forma shareholders’ equity position as of September 30, 2025. This information is adjusted to reflect the planned offering of American Depositary Shares in connection with an application to list the ADSs on the Nasdaq Capital Market.

The pro-forma equity figures are based on an underwriting agreement dated April 13, 2026 with Maxim Group LLC and certain subsequent events. The company notes that this pro-forma shareholders’ equity has not been reviewed by its independent accountant.

Key Terms

American Depositary Shares, Nasdaq Capital Market, pro-forma shareholders’ equity, underwriting agreement, +2 more

6 terms

American Depositary Shares financial

"application to have our American Depositary Shares (the “ADSs”) traded on the Nasdaq Capital Market"

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

Nasdaq Capital Market financial

"application to have our American Depositary Shares (the “ADSs”) traded on the Nasdaq Capital Market"

The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.

pro-forma shareholders’ equity financial

"we are furnishing a pro-forma shareholders’ equity as of September 30, 2025"

underwriting agreement financial

"pursuant to an underwriting agreement dated April 13, 2026 with Maxim Group LLC"

An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.

Form 6-K regulatory

"Form 6-K REPORT OF FOREIGN PRIVATE ISSUER"

A Form 6-K is a report that companies listed in certain countries file to provide important updates, such as financial results, corporate changes, or other significant information, to regulators and investors. It functions like an official company update or news release, helping investors stay informed about developments that could affect their investment decisions.

Form 40-F regulatory

"whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F Form 40-F x"

A Form 40-F is a standardized annual filing used by certain Canadian companies that trade in U.S. markets to give U.S. regulators and investors the same core financial statements and key disclosures they file in Canada. Think of it as a translated, formally packaged annual report that lets investors in a different marketplace compare a company’s results, governance and risks more easily, which reduces uncertainty and helps investment decisions.

Form 6-K: How Foreign Companies Report to the SEC →

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of April 2026

Commission File Number 333-293048

Nicola Mining Inc.

(Translation of registrant’s name into English)

Suite 1212 – 1030 West Georgia Street, Vancouver, British Columbia V6E 2Y3, Canada

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F  ¨ Form 40-F  x

In connection with our company’s application to have our American Depositary Shares (the “ADSs”) traded on the Nasdaq Capital Market, we are furnishing a pro-forma shareholders’ equity as of September 30, 2025 adjusted to reflect the offering of the ADSs pursuant to an underwriting agreement dated April 13, 2026 with Maxim Group LLC and certain other events that occurred subsequent to September 30, 2025. The pro-forma shareholders’ equity has not been reviewed by our company’s independent accountant.

*In U.S. dollars.

- 2 -

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, thereunto duly authorized.

Nicola Mining Inc.

/s/ Sam Wong

Sam Wong, Chief Financial Officer

Date: April 13, 2026

FAQ

What is Nicola Mining (HUSIF) disclosing in this Form 6-K?

Nicola Mining is providing a pro-forma shareholders’ equity position as of September 30, 2025. This equity is adjusted for an offering of American Depositary Shares and certain post-September 2025 events tied to an April 13, 2026 underwriting agreement.

Why is Nicola Mining (HUSIF) preparing pro-forma shareholders’ equity?

The company is preparing pro-forma shareholders’ equity to support its application to have American Depositary Shares traded on the Nasdaq Capital Market. The figures incorporate the planned ADS offering and certain subsequent events to show an updated equity position.

What role does Maxim Group LLC play in Nicola Mining’s (HUSIF) filing?

Maxim Group LLC is identified as underwriter under an agreement dated April 13, 2026. The pro-forma shareholders’ equity Nicola Mining is furnishing reflects the planned American Depositary Share offering conducted pursuant to this underwriting agreement and related subsequent events.

Has Nicola Mining’s (HUSIF) pro-forma equity been audited or reviewed?

No, the company explicitly states that the pro-forma shareholders’ equity as of September 30, 2025 has not been reviewed by its independent accountant. Investors should understand this is management’s pro-forma presentation rather than an independently reviewed financial statement.

What listing venue is Nicola Mining (HUSIF) targeting for its ADSs?

Nicola Mining is applying to have its American Depositary Shares traded on the Nasdaq Capital Market. The Form 6-K supports this process by furnishing pro-forma shareholders’ equity reflecting the planned ADS offering and certain events after September 30, 2025.