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Nixxy, Inc. SEC Filings

NIXX NASDAQ

The Nixxy, Inc. (NASDAQ: NIXX) SEC filings page on Stock Titan provides access to the company’s public disclosures as filed with the U.S. Securities and Exchange Commission. As a Nevada corporation with its common stock and warrants listed on the NASDAQ Capital Market, Nixxy submits periodic and current reports, proxy materials, and other documents that describe its AI-driven communications and data infrastructure business, governance, and capital structure.

Among the filings, investors can review current reports on Form 8-K, which Nixxy uses to announce material events. For example, a Form 8-K referenced in the provided information reports on a press release titled "Nixxy Signs $12 Million Annual Contract Increase, Extending Telecom Growth Momentum," giving additional detail and context around that telecom contract expansion.

Nixxy also files a definitive proxy statement (DEF 14A) for its annual meeting of stockholders. The proxy materials outline proposals such as the election of directors, ratification of the independent registered public accounting firm, and approval of the company’s 2025 Equity Incentive Plan. The DEF 14A further explains voting procedures, record dates, and other matters of corporate governance relevant to NIXX shareholders.

In addition to these documents, Nixxy’s references to its Form 10-K in press releases indicate that annual reports on Form 10-K contain risk factors and financial information related to its AI infrastructure, telecom operations, and strategic initiatives. Quarterly reports on Form 10-Q, as mentioned in company communications, provide interim financial and operational updates, including items such as revenue sources and asset acquisitions.

On Stock Titan, these filings are supplemented by AI-powered summaries that help explain the key points of lengthy documents, such as 10-K and 10-Q reports, in more accessible language. Users can also review insider and ownership information where available, including details that may appear in proxy statements and beneficial ownership tables. Real-time updates from EDGAR ensure that new Nixxy filings, including Forms 4 reporting insider transactions if filed, become visible promptly, while AI tools highlight important sections for faster review.

Rhea-AI Summary

Nixxy, Inc. reported Q1 2026 net income of $537 thousand, compared with a net loss of $4.5 million a year earlier. Revenue jumped to $29.1 million, entirely from wholesale telecommunications services, versus $1.3 million in Q1 2025.

Operating performance remained thin, with cost of revenue of $29.0 million nearly matching revenue and total operating expenses of $30.3 million, producing a loss from continuing operations of $1.2 million. The company moved to profit mainly due to a $1.8 million gain on marketable securities.

Cash increased to $1.0 million from $0.2 million at year-end 2025, helped by $1.0 million of equity issuance and additional borrowings, while operating activities used $0.4 million of cash. Management discloses a going concern risk, citing a working capital deficit of about $0.4 million and the need for additional financing to fund operations over the next 12 months.

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Nixxy, Inc. files a shelf registration to permit the resale by certain selling stockholders of up to 1,695,368 shares of Common Stock previously issued in private placements. The resale is by selling holders; the Company will not receive proceeds. The prospectus cites 26,892,426 shares outstanding and lists warrants and option pools.

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Rhea-AI Summary

Nixxy, Inc. reports 2025 annual results showing a dramatic scale-up of its new wholesale telecommunications and AI-enabled infrastructure business. Revenue rose to about $97.9 million from roughly $6 thousand in 2024, driven by high-volume voice and messaging traffic.

Cost of revenue was also about $97.9 million, leaving essentially no gross margin and, with operating expenses of roughly $11.8 million, the company posted a total 2025 net loss of approximately $15.0 million and an accumulated deficit of about $113.8 million.

Adjusted EBITDA loss was roughly $5.6 million. Nixxy ended 2025 with only $182 thousand in cash and acknowledges substantial doubt about its ability to continue as a going concern without additional capital. The company also discloses a Nasdaq minimum bid-price deficiency notice, creating delisting risk.

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Rhea-AI Summary

NexGenAI Holding Group, Inc. reports beneficial ownership of 2,095,446 shares of Nixxy, Inc. common stock, representing 7.79% of the class. The filing states NexGenAI has sole voting and dispositive power over the 2,095,446 shares.

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Nixxy, Inc. entered into securities purchase agreements with several investors to privately sell 1,481,481 shares of common stock at $0.675 per share, raising $1,000,000 in gross proceeds. The sale relies on an exemption from registration under Section 4(a)(2) of the Securities Act.

The company also changed its independent auditor. It dismissed HTL International, LLC and engaged KG CPA LLP as its new independent registered public accounting firm. Nixxy states there were no disagreements with HTL and no reportable events, and HTL provided a letter to the SEC agreeing with these disclosures.

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Nixxy, Inc. submitted a Form 12b-25 notifying the SEC that it cannot timely file its Annual Report on Form 10-K for the year ended December 31, 2025. The company states it expects to file within the allowable fifteen calendar day extension under Rule 12b-25. The notification is signed by CEO Mike Schmidt on April 1, 2026.

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Nixxy, Inc. reported that Nasdaq has notified the company its common stock is out of compliance with the Nasdaq Capital Market’s minimum bid price rule, because the consolidated closing bid has been below $1.00 per share for 30 consecutive business days. The stock is not being delisted immediately. Nixxy has an automatic 180‑calendar day grace period to regain compliance by having its bid price at or above $1.00 for at least ten consecutive business days within that window. If still noncompliant, Nixxy may qualify for a second 180‑day period if it meets other initial listing standards and notifies Nasdaq of its plan, which could include a reverse stock split. The company states the notice does not affect its current business or SEC reporting, but there is no assurance it will regain compliance or continue to meet all Nasdaq listing criteria.

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Nixxy, Inc. reported that it entered into a Master Distribution Agreement and a Separation Agreement with its majority-owned subsidiary CognoGroup, Inc. on December 31, 2025. These agreements create the framework to separate the CognoGroup business into a standalone company and outline how assets and liabilities will be allocated, intercompany arrangements will end, and how the planned pro rata distribution of all CognoGroup shares held by Nixxy to Nixxy stockholders would be carried out, subject to specified conditions.

The company states that CognoGroup expects to file a registration statement on Form 10 in connection with the contemplated spin-out and notes that there is no assurance the transactions will be completed or on what terms. Nixxy also furnished a January 5, 2026 press release titled “Nixxy Completes Spin-Out of CognoGroup, Increasing Strategic Focus, Reducing Operating Costs, and Unlocking Shareholder Value as AI Infrastructure Platform Scales Into 2026” as an exhibit.

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Nixxy, Inc. (NIXX) is calling a virtual Annual Meeting of stockholders on December 23, 2025 to elect seven directors, ratify its auditor, approve a new equity plan, and allow potential adjournment. Stockholders of record at the close of business on November 5, 2025, when 24,875,575 common shares were outstanding, are entitled to vote.

The director slate includes Executive Chairman Evan Sohn, CEO Mike Schmidt, founder Miles Jennings and four other nominees, with four directors determined to be independent under Nasdaq rules. Stockholders are also being asked to ratify HTL International, LLC as independent registered public accounting firm for the year ending December 31, 2025.

A key item is approval of the 2025 Equity Incentive Plan, initially covering 2,500,000 shares, with an annual increase beginning in 2027 of up to 5% of outstanding common stock, at the Board’s discretion. The plan allows stock options, restricted stock, RSUs and stock appreciation rights to employees, directors and consultants. The Board recommends voting “FOR” all four proposals.

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FAQ

How many Nixxy (NIXX) SEC filings are available on StockTitan?

StockTitan tracks 14 SEC filings for Nixxy (NIXX), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Nixxy (NIXX)?

The most recent SEC filing for Nixxy (NIXX) was filed on May 13, 2026.