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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 5, 2026

 

NEXTNRG, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-40809   83-4260623

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

407 Lincoln Rd. #9F, Miami Beach, Florida 33139

(Address of principal executive offices, including Zip Code)

 

(305) 791-1169

(Registrant’s telephone number, including area code)

 

N/A

(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 240.13a-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, $0.0001 par value per share   NXXT   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 (§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.

 

On June 5, 2026, NextNRG, Inc. (the “Company”) issued a press release announcing certain preliminary financial results for the month of May 2026. A copy of this press release is furnished as Exhibit 99.1 to this Current Report.

 

In accordance with General Instruction B.2 of Form 8-K, the information included in this Item 7.01, including Exhibit 99.1, 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 liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The information set forth under this Item 7.01 shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
99.1   Press release of the registrant issued on June 5, 2026.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  NextNRG, Inc.
     
Date: June 5, 2026 By: /s/ Michael Farkas
  Name:  Michael Farkas
  Title: Chief Executive Officer

 

 

 

EX-99.1 2 ex99-1.htm EX-99.1

 

Exhibit 99.1

 

NextNRG Reports Preliminary May 2026 Revenue of $9.3 Million, Up 41% Year-Over-Year

 

Gross Profit Grows 75% Year-Over-Year as Platform Operational Efficiency Improves

 

MIAMI, FL, June 5, 2026 (GLOBE NEWSWIRE) — NextNRG, Inc. (NASDAQ: NXXT), a pioneer in AI-driven energy innovation transforming how energy is produced, managed, and delivered, today announced preliminary unaudited financial results for May 2026.

 

“Revenue of $9.3 million, 41% top-line growth, and gross profit up 75% year-over-year, these are not isolated data points, they are telling the same story. We are delivering more value per gallon, managing costs with greater discipline, and building unit economics that matter for long-term performance. The platform is working, and we enter the second half of 2026 with the momentum and operational foundation to keep building on it,” said Michael D. Farkas, Founder and CEO of NextNRG.

 

May 2026 Highlights:

 

● Revenue: $9.3 million, up 41% year-over-year from $6.6 million in May 2025

 

● Gallons Delivered: approximately 1.9 million gallons, down approximately 4% year-over-year from approximately 2.0 million gallons in May 2025

 

● Gross Profit: approximately $827,000, up 75% year-over-year from approximately $472,000 in May 2025 (preliminary)

 

● Gross Margin: 8.9%, compared to 7.1% in May 2025

 

May 2026 revenue of $9.3 million reflects 41% growth over May 2025, achieved on approximately 1.9 million gallons delivered, down approximately 4% from approximately 2.0 million gallons delivered in May 2025. The combination of meaningfully higher revenue on a lower gallon base reflects continued improvement in fleet deployment, dispatch efficiency, and route optimization. May marks the fifth consecutive month of double-digit year-over-year revenue growth in 2026, demonstrating the consistency of the platform’s performance as the business scales.

 

The Company continues to advance its energy infrastructure segment, including its smart microgrid pipeline, while remaining focused on scaling and optimizing its mobile fueling operations.

 

Note on Preliminary Results

 

The financial results for May 2026 are preliminary and unaudited. Gross profit figures remain in process as not all fuel purchases for the period have been received and recorded. Final results may differ and will be confirmed upon the completion of standard month-end closing procedures.

 

About NextNRG, Inc.

 

NextNRG, Inc. (NextNRG) is Powering What’s Next by integrating artificial intelligence (AI) and machine learning (ML) into utility infrastructure, battery storage, wireless EV in-motion charging, renewable energy and mobile fuel delivery, to create a unified platform for modern energy management. At the core of its strategy is the Next Utility Operating System®, which uses AI to optimize both new and existing infrastructure across microgrids, utilities, and fleet operations. NextNRG’s smart microgrids serve commercial, healthcare, educational, tribal, and government sites delivering cost savings, reliability, and decarbonization. The company also operates one of the nation’s largest on-demand fueling fleets and is advancing wireless charging to support fleet electrification. To learn more, visit www.nextnrg.com.

 

Forward-Looking Statements

 

This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statement describing NextNRG’s goals, expectations, financial or other projections, intentions, or beliefs is a forward-looking statement and should be considered an at-risk statement. Words such as “expect,” “intends,” “will,” and similar expressions are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties, including, but not limited to, those related to NextNRG’s business and macroeconomic and geopolitical events. These and other risks are described in NextNRG’s filings with the Securities and Exchange Commission from time to time. NextNRG’s forward-looking statements involve assumptions that, if they never materialize or prove correct, could cause its results to differ materially from those expressed or implied by such forward-looking statements. Although NextNRG’s forward-looking statements reflect the good faith judgment of its management, these statements are based only on facts and factors currently known by NextNRG. Except as required by law, NextNRG undertakes no obligation to update any forward-looking statements for any reason. As a result, you are cautioned not to rely on these forward-looking statements.

 

Investor Relations Contact

 

NextNRG, Inc.

 

Sharon Cohen

 

SCohen@nextnrg.com