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重大事件 即時報告 8-K 2026-07-02

Nixxy委任Simon Kearney加入董事會 獲發5萬股初始股份及月薪2,500美元

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📄 美國證交會(SEC)8-K申報文件摘要 公司:Nixxy, Inc.(納斯達克代碼:NIXX) 申報日期:2026年6月29日(事件日),報告提交日期:2026年7月2日 重點事件: • 2026年6月29日,Nixxy, Inc. 宣佈委任 Simon Kearney 加入董事會。 • Simon Kearney(60歲)具備數十年酒店、商業地產、資產管理及戰略增長領導經驗,自2012年起擔任 Kilkenny LLC 總裁兼CEO,2015年起兼任 Killane LLC 總裁兼CEO,曾於 Kilnock, Inc. 任總裁至2023年9月。 • 其獲委任並無任何安排或諒解,與公司高管或董事無親屬關係,亦無須披露的關聯交易。 董事薪酬安排: • 初始獎勵:根據公司2024年股權激勵計劃獲發50,000股普通股(「初始股份」)。 • 年度服務:每年(按比例計算本年度)可再獲50,000股普通股,分四季等額歸屬。 • 現金酬金:每月2,500美元。 簡評 👀 新任董事具備紮實的營運及資產管理經驗,有助公司提升治理水平。但薪酬結構以股權為主(每年5萬股),若股價持穩,長遠或對現有股東有輕微攤薄。整體屬常規董事會變動,市場影響有限;投資者可留意後續是否有新業務策略或資本動作。
展開英文正文
NIXXY, INC. 8-K

 
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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):
June 29, 2026

 

NIXXY, INC.

(Exact name of registrant as specified
in its charter)

 

 
 
 Nevada

 (State or other jurisdiction

 of incorporation)

  
 
 001-53641

 (Commission

 File Number)

  
 
 90-1505893

 (IRS Employer

 Identification No.)

 
 

 

1178
Broadway, 3rd Floor

New
York, NY 10001

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including
area code: (877) 708-8868

 

Not Applicable

(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 (see General Instruction A.2.
below):

 

☐ 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 12(b) of the
Act:

 

 
 Title of class
  
 Trading symbol
  
 Name of exchange on which registered

 
 Common Stock
  
 NIXX
  
 NASDAQ Capital Market

 
 

 

Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934
(17 CFR §240.12b-2).

 

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 5.02. Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Election of Director

 

On June 29, 2026, Simon
Kearney became as a member of Nixxy, Inc. (the “Company”) Board of Directors (the “Board”). Mr. Kearney, 60, is
a senior business owner-operator with decades of leadership in hospitality, commercial real estate, asset management, and strategic growth
initiatives. Since January 2012, he has served as President and CEO of Kilkenny LLC, and since January 2015, he has served as President
and CEO of Killane LLC, where he provided management duties for real estate holdings. He also served as President of Kilnock, Inc. from
March 2003 until September 2023.

 

There is no arrangement
or understanding between Mr. Kearney and any other persons pursuant to which Mr. Kearney was appointed to his position. There are no family
relationships between Mr. Kearney and any of the Company’s officers or directors. There are no other transactions to which the Company
or any of its subsidiaries is a party in which Mr. Kearney has a material interest subject to disclosure under Item 404(a) of Regulation
S-K, or which has not previously been disclosed.

 

As compensation for his
appointment as a member of the Board, Mr. Kearney was granted (a) 50,000 shares of common stock under the Company’s 2024 Equity
Incentive Plan (the “Plan”) (the “Initial Shares”); and (b) for each year of service, beginning for and pro-rated
for the current year, and for each year that Mr. Kearney continues to be a member of the Board, 50,000 shares of common stock that vest
in four even quarterly payments; and (c) a monthly payment of $2,500.

 

 

 

 

 

 

 

  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, hereunto duly
authorized.

 

 
  
 NIXXY, INC.

 
  
  

 
 Dated: July 2, 2026
 By:
 /s/ David Kratochvil

 
  
 Name: 
 David Kratochvil

 
  
 Title:
 Chief Executive Officer

 

  

 

 

 

 

 

 

 

 

 

 

 

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