{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-25-029151","form_type":"8-K","ticker":"NTRP","cik":"0000788611","company_name":"NextTrip, Inc.","filed_at":"2025-12-29T23:59:59+00:00","discovered_at":"2026-05-14T18:02:42.164426+00:00","generated_at":"2026-05-16T12:11:37.745039+00:00","sec_items":["1.01","3.02","8.01","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.65,"calibrated_materiality_score":0.65,"confidence":"high","headline":"NextTrip prices $3M private placement of 1M shares and warrants; total equity raise $5M","bullets":["Gross proceeds ~$3M from 1M shares and 1M warrants at $3.43 exercise price, 4-year term.","Proceeds for working capital and general corporate purposes; closing on Dec 23, 2025.","Combined with prior $2M placement, total equity raised ~$5M in Nov-Dec 2025.","Amended warrants with Denis Suggs, KCGM, Charcoal Investment to extend exercise and adjust price for Nasdaq compliance.","KCGM cancelled 75K shares for a pre-funded warrant requiring shareholder approval for Nasdaq compliance."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-25-029151","json":"https://secwatch.observer/filing/0001493152-25-029151.json","markdown":"https://secwatch.observer/filing/0001493152-25-029151.md","text":"https://secwatch.observer/filing/0001493152-25-029151.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/788611/000149315225029151/0001493152-25-029151-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/788611/000149315225029151/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T12:11:37.745039+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"c2ae11a4a80a3b794753416d7c9179c57dc80819","claim":"NextTrip, Inc. entered into Registration Rights Agreement with the Purchaser.","evidence_excerpt":"Pursuant to a Registration Rights Agreement between the Company and the Purchaser (the “Registration Rights Agreement”), the Company has agreed to file a registration statement (the “Resale Registration Statement”) to cover the resale of the Common Shares and any share of Common Stock underlying the Warrants","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/788611/000149315225029151/0001493152-25-029151-index.htm","confidence":0.7,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"the Purchaser"}],"fact_type":"material_agreement"},{"claim_id":"c9fa88a5c70ed25922b66b18a1cdfa095a46f37a","claim":"NextTrip, Inc. entered into Purchase Agreement with a purchaser named therein (the “Purchaser”) valued at approximately $3,000,000 (effective 2025-12-22).","evidence_excerpt":"On December 22, 2025, NextTrip, Inc., a Nevada corporation (the “Company”), entered into a Securities Purchase Agreement (the “Purchase Agreement”) with a purchaser named therein (the “Purchaser”), pursuant to which the Company agreed to issue and sell, in a private placement (the “Offering”) 1,000,000 shares (the “Common Shares”) of the Company’s Common Stock","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/788611/000149315225029151/0001493152-25-029151-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"a purchaser named therein (the “Purchaser”)"},{"label":"Value","value":"approximately $3,000,000"},{"label":"Effective","value":"2025-12-22"}],"fact_type":"material_agreement"},{"claim_id":"cb59eee368a7359f5a768a8a5f1fc6633c43c9a2","claim":"NextTrip, Inc. entered into Placement Agreement with Ladenburg Thalmann & Co. Inc. (effective 2025-12-22).","evidence_excerpt":"Pursuant to a Placement Agency Agreement dated as of December 22, 2025 (the “Placement Agreement”), the Company engaged Ladenburg Thalmann & Co. Inc. (the “Placement Agent”) to act as the Company’s exclusive placement agent in connection with the Offering.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/788611/000149315225029151/0001493152-25-029151-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"underwriting"},{"label":"Counterparty","value":"Ladenburg Thalmann & Co. Inc."},{"label":"Effective","value":"2025-12-22"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}