NextTrip SEC Filings

NextTrip, Inc. Chief Financial Officer Frank Orzechowski reported compensation-related stock activity. He received a grant of 19,787 shares of common stock as payment for deferred salary and a performance bonus under the NextTrip, Inc. 2023 Equity Incentive Plan, issued for no cash consideration. To cover related tax obligations, 5,896 shares were withheld by the company at a withholding price based on the closing market price of $2.48 per share on May 11, 2026. One line of the report shows Orzechowski holding 19,836 common shares directly after the grant.

NextTrip, Inc. director Andrew Jay Kaplan reported indirect purchases and updated holdings in the company’s common stock and warrants. KC Global Media Asia LLC entered into a Securities Purchase Agreement on May 8, 2026 to acquire 18,182 common shares at $2.75 per share, for a total purchase price of $50,000, together with warrants to buy 9,091 common shares at a $3.00 exercise price, expiring on May 8, 2029.

Following these transactions, KC Global Media Asia LLC holds 51,582 common shares and 129,124 warrants to purchase common stock, all reported as indirectly owned by Kaplan. A separate indirect position of 36,250 common shares is held by the Kaplan Wright Family Trust, where Kaplan serves as trustee and is deemed a beneficial owner subject to stated pecuniary-interest disclaimers.

NextTrip, Inc. director Andrew Jay Kaplan reported an indirect restructuring of derivative holdings through KC Global Media Asia LLC. The filing shows 16,667 shares of Series A Nonvoting Convertible Preferred Stock at $3.00 per share and related warrants for 8,333 shares of common stock at a $3.00 exercise price, all coded as other transactions. Each preferred share is convertible into one common share, but conversion will only occur automatically on the third business day after shareholder approval is received. The preferred stock has no expiration date, while the warrants become exercisable six months after the issue date and have a three-year term. Kaplan is deemed to beneficially own securities held by KC Global Media Asia LLC but disclaims beneficial ownership beyond his pecuniary interest.

NextTrip, Inc. entered a securities purchase agreement with an accredited investor for a private Series B preferred financing. The company issued 368,421 Series B Convertible Preferred Shares plus 40,000 additional shares as an issuance fee, along with a five-year warrant to buy 100,000 common shares at $2.755 per share. The preferred stock carries a 12% annual dividend, rising to 18% upon an Event of Default, and is convertible at $2.755 per share subject to beneficial ownership limits. NextTrip must redeem all Series B Preferred Shares at the stated value plus accrued dividends on August 30, 2026, unless the holder extends to December 31, 2026. The obligations are secured by a pledge of 1,365,314 common shares owned by the CEO, and the company plans to use net proceeds for working capital.

NextTrip, Inc. director Andrew Jay Kaplan reported indirect restructuring-type transactions involving securities held by KC Global Media Asia LLC. The filing shows 16,667 shares of Series A Nonvoting Convertible Preferred Stock at $3.00 per share, each convertible into one share of common stock after shareholder approval, and 8,333 associated warrants exercisable at $3.00 per share. In total, these positions represent 25,000 shares of common stock on an as-converted basis. The transactions are coded as “other acquisition or disposition” and Kaplan disclaims beneficial ownership beyond his pecuniary interest.

NextTrip, Inc. filed a current report to share a press release announcing three senior media appointments to support its JOURNY streaming network and broader content-to-commerce strategy. The company named Casey D’Ambra as Vice President of Media & Distribution and Assaf Blecher and Nir Haklili as Managing Directors of NextTrip Media.

The release highlights JOURNY’s global expansion, including the GoUSA TV asset acquisition and a KC Global Media joint venture, and notes that monthly advertising impressions have grown from about 1 million to roughly 6 million, with expectations of approximately 50–60 million later this year.

NextTrip, Inc. approved a new employment agreement for Chief Financial Officer Frank Orzechowski. The deal, effective retroactively to February 10, 2026, sets an annual base salary of $250,000, plus a one-time equity bonus of 10,000 shares under the 2023 Equity Incentive Plan and a guaranteed $13,500 cash bonus for 2026.

From September 1, 2025 through March 31, 2026, $50,000 of the base salary will be paid in fully vested common shares based on the closing price on February 10, 2026. The agreement runs month-to-month and provides six months of severance if he is involuntarily terminated or resigns for good reason, and allows for additional performance-based bonuses and future equity awards.

NextTrip, Inc. has signed an agreement with J. Bradley Hilton’s Hilton Advisory Group to help accelerate its premium wellness and experiential travel products across its JOURNY.tv and Five Star Alliance platforms. Hilton will work with management on programming, content, and media-to-commerce initiatives.

The collaboration focuses on developing repeatable wellness and longevity programs, packaging content-to-commerce itineraries, promoting premium offerings across NextTrip’s media network, and aligning strategic partners for distribution and experiential travel execution, supporting NextTrip’s integrated “Watch. Scan. Book. Go.” travel and media ecosystem.