---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-26-001002"
form_type: "8-K"
ticker: "FGNX"
cik: "0001591890"
company_name: "FG Nexus Inc."
filed_at: "2026-01-08T23:59:59+00:00"
generated_at: "2026-05-16T11:12:41.917915+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# FG Nexus completes first closing of sale of FG Reinsurance Division for $3.3M collateral release and 40% equity stake

## Summary
- First closing occurred January 2, 2026; sold FG Re Ltd. and FG Solutions Ltd. to Devondale Holdings.
- Consideration: release of $3.3M collateral and 40% Class A voting units of Devondale.
- FGRH left $1.25M cash in FG Re in exchange for a 6% promissory note due June 30, 2027.
- Second closing expected Jan 2026: Devondale to pay $1.0M to FGRH, funded by Saltire Capital; no assurance of completion.

## SEC filing metadata
- accession: 0001493152-26-001002
- form_type: 8-K
- ticker: FGNX
- cik: 0001591890
- company_name: FG Nexus Inc.
- filed_at: 2026-01-08T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 2.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1591890/000149315226001002/0001493152-26-001002-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1591890/000149315226001002/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-26-001002
- JSON: https://secwatch.observer/filing/0001493152-26-001002.json
- Plain text: https://secwatch.observer/filing/0001493152-26-001002.txt

## Source-grounded claims
- claim_id: 78c537d013e1f7a3bc22bc4baae68610ec14bf97
  claim: FG Nexus Inc. completed a disposition involving Devondale Holdings, LLC for the release of $3.3 million of collateral that FGRH had posted in connection with certain reinsurance contracts of the FG Reinsurance Division; and (2) 40% of t (closed 2025-01-02).
  evidence_excerpt: On January 2, 2025, FG Nexus Inc. (the “Company”) consummated the initial closing (the “First Closing”) of the transaction contemplated by a transaction agreement (the “Transaction Agreement”), initially dated June 27, 2025 and ultimately executed and delivered on October 22, 2025, by and among FG Reinsurance Holdings, LLC, a wholly owned subsidiary of the Company, (“FGRH”), Thomas Heise, FG RE Corporate Member Limited, a company incorporated and registered in England and Wales, FG Reinsurance Ltd., a Cayman Islands limited liability company, (“FG Re”), and a reinsurance investor (the “Reinsurance Investor”), which provided for the sale by FGRH of 100% of the equity of FG Re and FG Solutions Ltd. a Bermuda service company (“FG Solutions”) (FG Solutions collectively with FG Re the “FG Reinsurance Division”) to Thomas Heise.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1591890/000149315226001002/0001493152-26-001002-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
