Source-grounded facts extracted from FG Nexus Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
FG Nexus Inc. completed a disposition involving Devondale Holdings, LLC for release of $3.3 million of collateral and 40% of the Class A voting units of Devondale (closed 2025-01-02).
“the Company completed the sale of the equity of FG Re and FG Solutions to Devondale in exchange for (1) 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 the Class A voting units of Devondale”
FG Nexus Inc. completed a disposition involving Devondale Holdings, LLC for $1 million in cash (closed 2026-03-23).
“Devondale tendered a cash payment of $1.0 million to FGRH to complete the sale of the FG Reinsurance Division.”
FG Nexus Inc. issued common stock.
“On February 24, 2026, the board of directors (the “Board”) of FG Nexus Inc., a Nevada corporation (the “Company”), adopted resolutions that it is advisable and in the interests of the Company to amend Article I, Section 6 of the Company’s By-Laws (the “By-Laws”) to revise the quorum threshold for convening meetings of stockholders”
FG Nexus Inc.: Amended Article I, Section 6 of the By-Laws to revise the quorum threshold for stockholder meetings to one-third of voting power present in person or by proxy (effective 2026-02-24).
“On February 24, 2026, the board of directors (the “Board”) of FG Nexus Inc., a Nevada corporation (the “Company”), adopted resolutions that it is advisable and in the interests of the Company to amend Article I, Section 6 of the Company’s By-Laws (the “By-Laws”) to revise the quorum threshold for convening meetings of stockholders, to that number of holders of shares of outstanding capital stock of the Company representing one-third (1/3) of the voting power, which includes the voting power that is present in person or by proxy, regardless of whether the proxy has authority to vote on any matter, shall constitute a quorum for the transaction of business at such meeting, except that when specified business is to be voted on by a class or series of stock voting as a class, the holders of shares representing one-third (1/3) of the voting power of the class or series that is present in person or by proxy, regardless of whether the proxy has authority to vote on any matter, constitutes a qu”
FG Nexus Inc. issued common stock.
“On February 10, 2026, FG Nexus Inc., a Nevada corporation (the “Company”), filed an amendment to its Certificate of Change (the “Amendment”) with the Secretary of State of the State of Nevada to effect a 1-for-5 reverse stock split effective at 9:30 a.m. Eastern Time on February 13, 2026 (the “Reverse Stock Split”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”). The Amendment also reduced the Company’s authorized shares of common stock from 900,0000,000 shares to 180,000,000 shares.”
FG Nexus Inc.: Filed amendment to Certificate of Change to effect a 1-for-5 reverse stock split and reduce authorized common shares from 900,000,000 to 180,000,000, effective February 13, 2026 (effective 2026-02-13).
“On February 10, 2026, FG Nexus Inc., a Nevada corporation (the “Company”), filed an amendment to its Certificate of Change (the “Amendment”) with the Secretary of State of the State of Nevada to effect a 1-for-5 reverse stock split effective at 9:30 a.m. Eastern Time on February 13, 2026 (the “Reverse Stock Split”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”). The Amendment also reduced the Company’s authorized shares of common stock from 900,0000,000 shares to 180,000,000 shares.”
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).
“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.”
FG Nexus Inc. engaged BPM LLP as its auditor.
“the Company engaged BPM LLP (“BPM”) as the Company’s independent registered public accounting firm to audit the Company’s consolidated financial statements for the fiscal year ending December 31, 2025, effective on December 10, 2025.”
Haskell & White LLP resigned as auditor of FG Nexus Inc..
“the Company accepted the resignation of Haskell & White LLP (“H&W”) as the Company’s independent registered public accounting firm, effective immediately.”
FG Nexus Inc.: Increased authorized common stock from 1,000,000,000 to 900,000,000,000 shares and preferred stock from 500,000,000 to 100,000,000,000 shares; added exclusive forum and jury waiver provisions; clarified no stockholder consent required for name change; opted out of Nevada interested stockholder and c (effective 2025-10-07).
“The Charter Amendment was filed with and declared effective by the Secretary of State of the State of Nevada, on October 7, 2025.”
FG Nexus Inc.: Amended articles to increase authorized common stock from 4M to 1B, preferred stock from 100M to 500M, Series A preferred from 1M to 15M, and change company name to FG Nexus Inc (effective 2025-09-05).
“the Company filed a certificate of amendment to its amended and restated articles of incorporation with the Nevada Secretary of State on September 5, 2025 to (i) increase the total number of authorized shares of Common Stock from 4,000,000 to 1,000,000,000, (ii) increase the total the number of authorized shares of preferred stock, par value $.001 per share (the "Undesignated Preferred Stock") from 100,000,000 to 500,000,000, (iii) increase the total the number of authorized shares of 8% cumulative preferred stock, Series A (the "Series A Preferred Stock") from 1,000,000 to 15,000,000 and (iv) change the name of the Company to "FG Nexus Inc." (the "Charter Amendment").”
FG Nexus Inc. completed a disposition involving FG Acquisition Corp. (renamed Saltire Holdings, Ltd) for approximately $29.5 million in cash and preferred and common shares of Saltire (closed 2024-09-30).
“Prior to the closing, SGE completed the transfer of its subsidiary, Strong/MDI Screen Systems, Inc. ("MDI"), to FG Acquisition Corp., a Canadian special purpose acquisition company ("FGAC"), which was renamed Saltire Holdings, Ltd ("Saltire"), on the terms described in the Joint Proxy Statement/Prospectus, including the receipt of the equivalent of approximately $29.5 million in cash and preferred and common shares of Saltire”
Todd Major was appointed as Chief Accounting Officer and Principal Accounting Officer at FG Nexus Inc..
“Todd Major became the Company’s Chief Accounting Officer and Principal Accounting Officer.”
FG Nexus Inc. dismissed BDO USA P.C. as its auditor.
“BDO USA P.C. (“BDO”), FGF’s independent registered public accounting firm prior to the Merger, was informed on April 1, 2024, that it was dismissed as the Company’s independent registered public accounting firm.”
FG Nexus Inc. reported fourth quarter and full year ended December 31, 2023 results: net income Net income attributable to common shareholders for the year ended December 31, 2023, was $2.1 million, or $0.21 per full.
“Net income attributable to common shareholders for the year ended December 31, 2023, was $2.1 million, or $0.21 per fully diluted share”
FG Nexus Inc.: Company amended its Amended and Restated Articles of Incorporation to change its name to Fundamental Global Inc (effective 2024-02-29).
“On February 29, 2024, the Company amended its Amended and Restated Articles of Incorporation to change its name to Fundamental Global Inc.”
FG Nexus Inc. underwent a change of control involving FG Group Holdings Inc. (closed 2024-02-29).
“FG Financial Group, Inc., a Nevada corporation (“FGF” or the “Company”), and FG Group Holdings Inc., a Nevada corporation (“FGH”), completed the previously announced merger transaction pursuant to the Plan of Merger, dated as of January 3, 2024 (the “Merger Agreement”), by and among the Company, FGH and FG Group LLC, a Nevada limited liability company and wholly owned subsidiary of FGF (the “Merger Sub”).”
Mark D. Roberson was appointed as Chief Financial Officer and Secretary at FG Nexus Inc..
“Effective as of the closing of the Merger, the Board appointed Mr. Cerminara as the Chief Executive Officer of the Company, and Mark D. Roberson as Chief Financial Officer and Secretary of the Company.”
D. Kyle Cerminara was appointed as Chief Executive Officer at FG Nexus Inc..
“Effective as of the closing of the Merger, the Board appointed Mr. Cerminara as the Chief Executive Officer of the Company, and Mark D. Roberson as Chief Financial Officer and Secretary of the Company.”
Robert J. Roschman was appointed as Director at FG Nexus Inc..
“in accordance with the terms of the Plan of Merger and effective immediately following the closing of the Merger each of Michael C. Mitchell, Ndamukong Suh, and Robert J. Roschman were appointed to the Board.”
Ndamukong Suh was appointed as Director at FG Nexus Inc..
“in accordance with the terms of the Plan of Merger and effective immediately following the closing of the Merger each of Michael C. Mitchell, Ndamukong Suh, and Robert J. Roschman were appointed to the Board.”
Michael C. Mitchell was appointed as Director at FG Nexus Inc..
“in accordance with the terms of the Plan of Merger and effective immediately following the closing of the Merger each of Michael C. Mitchell, Ndamukong Suh, and Robert J. Roschman were appointed to the Board.”
Hassan R. Baqar resigned as Executive Vice President, Chief Financial Officer and Secretary at FG Nexus Inc..
“Larry G. Swets, President and Chief Executive Officer of the Company prior to the closing of the Merger, and Hassan R. Baqar, Executive Vice President, Chief Financial Officer and Secretary of the Company prior to the closing of the Merger, resigned from their respective positions with the Company.”
Larry G. Swets resigned as President and Chief Executive Officer at FG Nexus Inc..
“Larry G. Swets, President and Chief Executive Officer of the Company prior to the closing of the Merger, and Hassan R. Baqar, Executive Vice President, Chief Financial Officer and Secretary of the Company prior to the closing of the Merger, resigned from their respective positions with the Company.”
Larry G. Swets, Jr. resigned as Director at FG Nexus Inc..
“E. Gray Payne and Larry G. Swets, Jr., resigned from the Board.”
E. Gray Payne resigned as Director at FG Nexus Inc..
“E. Gray Payne and Larry G. Swets, Jr., resigned from the Board.”
FG Nexus Inc. entered into Plan of Merger with FG Group Holdings Inc. (effective 2024-01-03).
“On January 3, 2024, FG Financial Group, Inc., a Nevada corporation (the "Company," "FGF" or "FG Financial") entered into a definitive plan of merger (the "Plan of Merger") with FG Group Holdings Inc., a Nevada corporation ("FGH" or " FG Group Holdings"), and FG Group LLC, a Nevada limited liability company and wholly-owned subsidiary of the Company (the "Merger Sub").”
FG Nexus Inc. shareholders approved Election of Directors at the 2023-12-06 meeting.
“On December 6, 2023, FG Financial Group, Inc. (the “Company”) held its 2023 Annual Meeting of shareholders. The following matters were considered: 1. Election of Directors Shareholders elected all of the Company’s nominees for director for one-year terms expiring on the next annual meeting of shareholders. The voting results were as follows: FOR WITHHELD BROKER NON- VOTE (1) Mr. D. Kyle Cerminara 6,582,214 270,975 1,343,371 (2) Mr. Richard E. Govignon, Jr. 6,714,968 138,221 1,343,371 (3) Ms. Rita Hayes 6,684,264 168,925 1,343,371 (4) Mr. E. Gray Payne 6,552,029 301,160 1,343,371 (5) Mr. Larry G. Swets, Jr. 6,708,770 144,419 1,343,371 (6) Mr. Scott D. Wollney 6,537,260 315,929 1,343,371”
FG Nexus Inc. reported third quarter and nine months ended September 30, 2023 results: revenue $4.2 million, net income $5.2 million, EPS $0.50 per fully diluted share.
“and Nine Months Financial Results and Highlights FG Financial Group’s 2023 third quarter and nine-month financial results included: ● Net reinsurance premiums earned were $4.2 million for the three months ended September 30, 2023 compared to $4.4 million in the third quarter of the prior year. Net reinsurance premiums for the nine months ended September 30,”
FG Nexus Inc. reported second quarter 2023 results: revenue $3.7 million, net income Net loss attributable to common shareholders for the second quarter of 2023 decreased to $3.4 million, or $(0.35) per fu, EPS $(0.35) per fully diluted share.
“Six Months Financial Results and Highlights FG Financial Group’s 2023 second quarter and six-month financial results included: ● Net reinsurance premiums earned increased to $3.7 million for the three months ended June 30, 2023, from $3.0 million in the second quarter of the prior year. Net reinsurance premiums for the six months ended June 30, 2023, increased”
FG Nexus Inc. terminated Sales Agreement with ThinkEquity (effective 2023-05-26).
“On May 26, 2023, the Company and ThinkEquity mutually agreed to terminate the Sales Agreement, dated as of November 3, 2022 (the “Sales Agreement”), between the Company and ThinkEquity, effective as of May 26, 2023”
FG Nexus Inc. entered into Underwriting Agreement with ThinkEquity LLC (effective 2023-05-30).
“On May 30, 2023, FG Financial Group, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with ThinkEquity LLC (“ThinkEquity”), as representative of the underwriters named therein”
FG Nexus Inc. reported first quarter of 2023 results: revenue $3.7 million.
“FG Financial’s reinsurance division achieved net premiums earned of $3.7 million for the first quarter of 2023.”
FG Nexus Inc. reported the first quarter ended March 31, 2023 results: net income Net income attributable to common shareholders for the first quarter of 2023 was $0.9 million, or $0.10 per fully dilute, EPS $0.10 per fully diluted share.
“Net income attributable to common shareholders for the first quarter of 2023 was $0.9 million, or $0.10 per fully diluted share”
FG Nexus Inc. reported full year ended December 31, 2022 results: net income $0.70 million, EPS $(0.09).
“Net loss attributable to common shareholders for the full year period ended December 31, 2022, also improved significantly to $0.70 million, or $(0.09) per fully diluted share”
FG Nexus Inc. reported fourth quarter of 2022 results: net income $0.30 million, EPS $(0.03).
“Net loss attributable to common shareholders for the fourth quarter of 2022 improved to $0.30 million, or $(0.03) per fully diluted share”
FG Nexus Inc. shareholders approved Approval of Reincorporation from Delaware to Nevada at the 2022-12-06 meeting.
“On December 6, 2022, FG Financial Group, Inc. (the “Company”) held a special meeting at which the Company’s stockholders voted on the following proposal, which is described in detail in the definitive proxy statement filed with the Securities and Exchange Commission on October 31, 2022. Proposal 1. Approval of Reincorporation from Delaware to Nevada Stockholders approved the Agreement and Plan of Merger, dated as of October 19, 2022, by and between the Company and FG Financial Group, Inc., a Nevada corporation and a wholly owned subsidiary of the Company, pursuant to which the Company will be reincorporated from Delaware to Nevada. The voting results were as follows For Against Abstentions BROKER NON VOTE 5,250,887 136,023 2,825 -”
FG Nexus Inc. reported third quarter ended September 30, 2022 results: net income $9.8 million, or $1.05 per fully diluted share, EPS $1.05 per fully diluted share.
“Net income attributable to common shareholders for the third quarter of 2022 increased to $9.8 million, or $1.05 per fully diluted share”
FG Nexus Inc. entered into Sales Agreement with ThinkEquity LLC valued at up to $2,575,976 (effective 2022-11-03).
“On November 3, 2022, FG Financial Group, Inc. (the “Company”) entered into a Sales Agreement (the “Sales Agreement”) with ThinkEquity LLC (the “Sales Agent”), pursuant to which the Company may offer and sell, from time to time through the Sales Agent, shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), having an aggregate offering price of up to $2,575,976”
Hassan R. Baqar was appointed as principal financial and accounting officer at FG Nexus Inc..
“Hassan R. Baqar, age 44, the registrant’s Executive Vice President and Chief Financial Officer, was appointed principal financial and accounting officer, effective May 26, 2022.”
Brian D. Bottjer resigned as principal financial and accounting officer at FG Nexus Inc..
“The registrant’s principal financial and accounting officer, Brian D. Bottjer, resigned from those positions, effective May 26, 2022.”
Brian D. Bottjer was appointed as principal financial officer and principal accounting officer at FG Nexus Inc..
“On July 29, 2021, Brian D. Bottjer, CPA, was appointed the registrant’s principal financial officer and principal accounting officer, and his salary was increased to $250,000.”
Hassan Baqar was appointed as Chief Financial Officer at FG Nexus Inc..
“On July 29, 2021, Hassan Baqar, age 43, was appointed the registrant’s Chief Financial Officer, effective August 6, 2021.”
John S. Hill resigned as Chief Financial Officer at FG Nexus Inc..
“On July 29, 2021, John S. Hill resigned as the registrant’s Chief Financial Officer, effective August 6, 2021.”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.