---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-26-002031"
form_type: "8-K"
ticker: "NXTS"
cik: "0001789192"
company_name: "Nexentis Technologies Inc."
filed_at: "2026-01-13T23:59:59+00:00"
generated_at: "2026-05-16T10:41:44.289432+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# N2OFF to transfer 98% stake in Save Foods to Voice Assist for 19.99% of Voice Assist stock

## Summary
- N2OFF to transfer 98% stake in Save Foods to Voice Assist; consideration: 60.2M Voice Assist shares (19.99% fully diluted).
- Closing expected within 90 days, subject to due diligence, tax opinion, and consents.
- Services Agreement: N2OFF gets up to $1M deferred cash from Voice Assist financings, plus royalties and 75% of Ecolab claim proceeds.
- Services Agreement runs through 2026; N2OFF may extend until full consideration received.

## SEC filing metadata
- accession: 0001493152-26-002031
- form_type: 8-K
- ticker: NXTS
- cik: 0001789192
- company_name: Nexentis Technologies Inc.
- filed_at: 2026-01-13T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1789192/000149315226002031/0001493152-26-002031-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1789192/000149315226002031/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-26-002031
- JSON: https://secwatch.observer/filing/0001493152-26-002031.json
- Plain text: https://secwatch.observer/filing/0001493152-26-002031.txt

## Key facts
- Material Agreements
  Nexentis Technologies Inc. entered into Securities Exchange Agreement with Voice Assist, Inc. valued at transfer of approximately 98% of Save Foods ordinary shares to Voice Assist in exchange for 19.99% o (effective 2026-01-13).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: Voice Assist, Inc.
  - Value: transfer of approximately 98% of Save Foods ordinary shares to Voice Assist in exchange for 19.99% o
  - Effective: 2026-01-13
  source text: On January 13, 2026, N2OFF, Inc., a Nevada corporation (the “Company”), entered into a Securities Exchange Agreement (the “Agreement”) with Voice Assist, Inc., a public company incorporated under the laws of the State of Nevada (“Voice Assist”), and, for certain limited purposes set forth therein, Save Foods Ltd., a private company incorporated under the laws of the State of Israel and a majority-owned subsidiary of the Company (“Save Foods”, and together with the Company and Voice Assist, the “Parties”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1789192/000149315226002031/0001493152-26-002031-index.htm
- Material Agreements
  Nexentis Technologies Inc. entered into Services Agreement with Voice Assist, Inc. valued at Company provides advisory services to Voice Assist in exchange for deferred cash consideration up to (effective 2026-01-13).
  - Action: entry
  - Agreement: collaboration
  - Counterparty: Voice Assist, Inc.
  - Value: Company provides advisory services to Voice Assist in exchange for deferred cash consideration up to
  - Effective: 2026-01-13
  source text: The Company also entered into a Services Agreement with Voice Assist (the “Services Agreement”), pursuant to which the Company will provide non-exclusive general advisory, support, collaboration and related services to Voice Assist from time to time.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1789192/000149315226002031/0001493152-26-002031-index.htm

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