secwatch / observer

NextTrip, Inc. — fact timeline

Source-grounded facts extracted from NextTrip, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

NTRP NextTrip, Inc. JSON
Auditor Changes

NextTrip, Inc. dismissed TPS Thayer LLC as its auditor.

“On February 15, 2024, the Company notified TPS Thayer LLC ("TPS") of its dismissal as the Company’s independent registered public accounting firm effective as of that date.”
Governance Changes

NextTrip, Inc.: The Company filed Certificates of Designation for Series G Convertible Preferred Stock and Series H Convertible Preferred Stock, amending its articles of incorporation (effective 2024-01-26).

“Series G Certificate of Designation On January 26, 2024, the Company filed a Certificate of Designation of Series G Convertible Preferred Stock (the “Series G Certificate of Designation”) with the Secretary of State of the State of Nevada, designating 100,000 shares of the Company’s preferred stock as Series G Convertible Preferred Stock, par value $0.001 per share. The terms and conditions set forth in the Series G Certificate of Designation are summarized below: Ranking. The Series G Preferred rank pari passu to the Company’s common stock. Dividends. Holders of Series G Preferred will be entitled to dividends, on an as-converted basis, equal to dividends actually paid, if any, on shares of Company common stock. Voting . Except as provided by the Company’s Charter or as otherwise required by the Nevada Revised Statutes, holders of Series G Preferred are entitled to vote with the holders of outstanding shares of Company common stock, voting together as a single class, with respect to a”
Material Agreements

NextTrip, Inc. entered into Perpetual License Agreement with Promethean TV, Inc. valued at Issued 100,000 restricted shares of Series G Convertible Preferred Stock; waived all past debts prev (effective 2024-01-26).

“On January 26, 2024 (the "Effective Date"), Sigma Additive Solutions, Inc. (the "Company") and NextTrip Holdings, Inc., a wholly owned subsidiary of the Company ("NextTrip"), entered into a Perpetual License Agreement (the "License Agreement") with Promethean TV, Inc. ("Promethean"), pursuant to which Promethean (i) sold NextTrip the code for the Licensed Software (as defined in the License Agreement) and (ii) granted NextTrip an irrevocable, worldwide, perpetual right and non-exclusive license to forever retain and use the code and each executable copy of the Licensed Software for the commercial exploitation by NextTrip in the travel solutions industry, subject to certain limitations set forth in the License Agreement (the "Perpetual License").”
M&A Transactions

NextTrip, Inc. completed a disposition involving Divergent Technologies, Inc. for $1,626,242 purchase price, resulting in net proceeds of $1,533,563 after reimbursement of certain legal fees (closed 2024-01-12).

“On January 12, 2024, Sigma Additive Solutions, Inc. (“we,” “us,” “our,” “Sigma” or the “company”) completed the sale of assets consisting primarily of patents, software code and other intellectual property to Divergent Technologies, Inc., or Divergent, for a purchase price of $1,626,242, resulting in net proceeds to the Company of $1,533,563, after reimbursement by the Company of certain of Divergent’s legal fees.”
Governance Changes

NextTrip, Inc.: Filed Certificate of Designation of Series F Convertible Preferred Stock, designating 5,843,993 shares of preferred stock as Series F Preferred (effective 2024-01-04).

“On January 4, 2024, Sigma Additive Solutions, Inc. (the “Company”) filed a Certificate of Designation of Series F Convertible Preferred Stock (the “Certificate of Designation”) with the Secretary of State of the State of Nevada, designating 5,843,993 shares of the Company’s preferred stock as Series F Convertible Preferred Stock, par value $0.001 per share (the “Series F Preferred”).”
M&A Transactions

NextTrip, Inc. completed an acquisition involving NextTrip Holdings, Inc. (closed 2023-12-29).

“On December 29, 2023, we completed the Acquisition, pursuant to the terms of the Exchange Agreement, NextTrip became a wholly-owned subsidiary of the Company and the ongoing business of the Company became the business of NextTrip.”

William Kerby was appointed as Chief Executive Officer at NextTrip, Inc..

“Jacob Brunsberg resigned as our President and Chief Executive Officer and William Kerby, Chief Executive Officer of NextTrip, was appointed by our Board of Directors as Chief Executive Officer of the Company.”

Jacob Brunsberg resigned as President and Chief Executive Officer at NextTrip, Inc..

“Jacob Brunsberg resigned as our President and Chief Executive Officer and William Kerby, Chief Executive Officer of NextTrip, was appointed by our Board of Directors as Chief Executive Officer of the Company.”

Donald P. Monaco was appointed as Chairman of the Board at NextTrip, Inc..

“Mark Ruport, the Chairman of the Board of Sigma, resigned as Chairman and as a director, and Donald P. Monaco was appointed by our Board of Directors as a director and Chairman of the Board to fill the vacancy created by Mr. Ruport’s resignation.”

Mark Ruport resigned as Chairman of the Board at NextTrip, Inc..

“Mark Ruport, the Chairman of the Board of Sigma, resigned as Chairman and as a director, and Donald P. Monaco was appointed by our Board of Directors as a director and Chairman of the Board to fill the vacancy created by Mr. Ruport’s resignation.”
Shareholder Votes

NextTrip, Inc. shareholders approved Adjournment of the Annual Meeting by the Chairman to a later date to permit further solicitation if sufficient votes not obtained for Acquisition Proposal, Name Change Proposal or Capital Increase Proposal (Adjournment Proposal) at the 2023-12-28 meeting.

“7) the Adjournment Proposal: FOR 168,019 AGAINST 18,692 ABSTAIN 2,695 BROKER NON-VOTES 197,618”
Shareholder Votes

NextTrip, Inc. shareholders approved Ratification of Haynie & Company as independent registered public accounting firm for fiscal year ending December 31, 2023 (Ratification of Accountant Proposal) at the 2023-12-28 meeting.

“6) the ratification of Accountant Proposal: FOR 335,178 AGAINST 17,253 ABSTAIN 34,461 BROKER NON-VOTES 32”
Shareholder Votes

NextTrip, Inc. shareholders approved Approval of the Sigma Additive Solutions, Inc. 2023 Equity Incentive Plan (Equity Incentive Plan Proposal) at the 2023-12-28 meeting.

“5) the Equity Incentive Plan Proposal: FOR 104,594 AGAINST 22,707 ABSTAIN 22,903 BROKER NON-VOTES 236,820”
Shareholder Votes

NextTrip, Inc. shareholders approved Recommendation, on a non-binding advisory basis, of the frequency of future advisory votes on executive compensation (Frequency of Say on Pay Proposal) at the 2023-12-28 meeting.

“4) the Frequency of Say on Pay Proposal: EVERY THREE YEARS 143,455 EVERY TWO YEARS 5,313 EVERY YEAR 14,325”
Shareholder Votes

NextTrip, Inc. shareholders approved Non-binding advisory vote on compensation payable to named executive officers (Say on Pay Proposal) at the 2023-12-28 meeting.

“3) the Say on Pay Proposal: FOR 145,840 AGAINST 20,252 ABSTAIN 23,317 BROKER NON-VOTES 197,615”
Shareholder Votes

NextTrip, Inc. shareholders approved Election of two Class III directors to serve until the 2026 annual meeting of stockholders at the 2023-12-28 meeting.

“2) the Election of Directors Proposal: Dennis Duitch FOR 152,742 AGAINST 10,866 ABSTAIN 25,798 Kent Summers FOR 153,440 AGAINST 13,229 ABSTAIN 22,737”
Shareholder Votes

NextTrip, Inc. shareholders approved Approval of the issuance of shares of common stock in exchange for all the capital stock of NextTrip Holdings, Inc. and the other terms and conditions of the Share Exchange Agreement and the transactions contemplated thereby (the Acquisition Proposal) at the 2023-12-28 meeting.

“1) the Acquisition Proposal: FOR 150,023 AGAINST 31,444 ABSTAIN 4,117 BROKER NON-VOTES 201,440”

William Kerby was appointed as Chief Executive Officer at NextTrip, Inc..

“Mr. Brunsberg will resign as our President and Chief Executive Officer and as an employee of the Company concurrently with the closing of the acquisition and that William Kerby, the co-founder and Chief Executive Officer of NextTrip, will concurrently be appointed as our Chief Executive Officer.”

Jacob Brunsberg resigned as President and Chief Executive Officer at NextTrip, Inc..

“Mr. Brunsberg will resign as our President and Chief Executive Officer and as an employee of the Company concurrently with the closing of the acquisition and that William Kerby, the co-founder and Chief Executive Officer of NextTrip, will concurrently be appointed as our Chief Executive Officer.”
Earnings Releases

NextTrip, Inc. reported the quarter ended September 30, 2023 results: revenue $141,988, net income $0.9 million, EPS ($1.57) per share.

“Revenue for the third quarter of 2023 totaled $141,988 compared to revenues of $188,245 for the third quarter of 2023.”
Material Agreements

NextTrip, Inc. entered into Asset Purchase Agreement with Divergent Technologies, Inc. valued at $1,626,242 (effective 2023-10-06).

“On October 6, 2023, Sigma Additive Solutions, Inc. (“we,” “us,” “our,” “Sigma” or the “company”) entered into an Asset Purchase Agreement with Divergent Technologies, Inc., or Divergent, pursuant to which have agreed to sell to Divergent, and Divergent has agreed to purchase from us, certain assets consisting primarily of patents, software code and other intellectual property for a purchase price of $1,626,242, including a $37,000 earnest-money deposit previously paid to us by Divergent.”
Material Agreements

NextTrip, Inc. entered into Share Exchange Agreement with NextTrip Holdings, Inc., NextTrip Group, LLC (effective 2023-10-12).

“On October 12, 2023, Sigma Additive Solutions, Inc. ("we," "us," "our," "Sigma" or the "company") entered into a Share Exchange Agreement with NextTrip Holdings, Inc., or NextTrip, and NextTrip Group, LLC, the sole stockholder of NextTrip, which we refer to as NextTrip Parent, and the NextTrip Representative, pursuant to which we will acquire NextTrip (the "Acquisition") in exchange for shares of our common stock”
Listing & Compliance Notices

NextTrip, Inc. received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b)(1)).

“andard; Transfer of Listing. On August 17, 2022, Sigma Additive Solutions, Inc. (“we,” “us,” “Sigma” or the “company”) received notice from Nasdaq Listing Qualifications (“Nasdaq”) that because our stockholders’ equity as of June 30, 2023 was $2,391,289, we no longer comply with Nasdaq Listing Rule 5550(b)(1), which requires companies listed on the Nasdaq Capital Market to maintain minimum stockholders’ equity of $2,500,000, and do not meet the alternatives of market value of listed securities or net income from continuing operations. The notice stated that under Nasdaq Rules, we have 45 calen”
Earnings Releases

NextTrip, Inc. reported the second quarter of 2023 results: revenue $97,043, net income $1.3 million, EPS $0.12 per share.

“Revenue for the second quarter of 2023 totaled $97,043 compared to revenues of $236,660 for the second quarter of 2022.”
Earnings Releases

NextTrip, Inc. reported the three months ended June 30, 2023 results: revenue $97,043, net income $1.3 million, EPS $0.12 per share.

“We look forward to providing additional updates in the weeks to come,” concluded Brunsberg. Second Quarter 2023 Financial Results Revenue for the second quarter of 2023 totaled $97,043 compared to revenues of $236,660 for the second quarter of 2022. The decrease was primarily due to decreased PrintRite3D sales, decreased subscription-based revenue, and decreased”
Material Agreements

NextTrip, Inc. entered into Sales Agreement with Lake Street Capital Markets, LLC valued at up to $1,500,000 (effective 2023-08-14).

“On August 14, 2023, Sigma Additive Solutions, Inc. (“we,” “us,” “Sigma” or the “company”) entered into an At-the-Market Issuance Sales Agreement (the “Sales Agreement”) with Lake Street Capital Markets, LLC (the “Agent”), pursuant to which we may issue and sell from time to time through the Agent shares of our common stock, $0.001 par value per share, having an aggregate offering price of up to $1,500,000 (the “Offering”).”

Stephan Kuehr was terminated as General Manager of European Operations at NextTrip, Inc..

“On July 14, 2023, the employment of Stephan Kuehr, General Manager of European Operations of Sigma Additive Solutions, Inc. (“we,” “us,” “Sigma” or the “company”) terminated.”

Ronald Fisher was terminated as Vice President of Business Development at NextTrip, Inc..

“June 13, 2023, the employment of Ronald Fisher, Vice President of Business Development of Sigma Additive Solutions, Inc. terminated.”
Earnings Releases

NextTrip, Inc. reported first quarter ended March 31, 2023 results: revenue $130,159, net income $1.8 million, EPS $0.17 per share.

“model and transform to software only product options,” concluded Brunsberg. First Quarter 2023 Financial Results Revenue for the first quarter of 2023 totaled $130,159 compared to revenues of $51,844 for the first quarter of 2022. The increase was primarily due to increased PrintRite3D sales, increased subscription-based revenue, and increased”
Listing & Compliance Notices

NextTrip, Inc. received a nasdaq extension granted notice regarding minimum bid price (rules IM-5101-1).

“April 13, 2023, Nasdaq notified us that the Nasdaq Staff has granted us an additional 180 calendar day period, or until October 9, 2023, to regain compliance based on our meeting the continued listing requirement for market value of publicly held shares and all other applicable requirements for initial listing on The Nasdaq Capital Market with the exception of the bid price requirement, and our written notice of our intention to cure the deficiency during the second compliance period by effecting a reverse stock split, if necessary. According to Nasdaq’s notice, if at any time during this addi”
Earnings Releases

NextTrip, Inc. reported financial results for the fourth quarter and year ended December 31, 2022.

“On March 30, 2023, Sigma Additive Solutions, Inc. (the "Company") issued a press release announcing the Company’s financial results for the fourth quarter and year ended December 31, 2022.”

Darren Beckett departed as Chief Technology Officer at NextTrip, Inc..

“On March 2, 2023, Sigma Additive Solutions, Inc. and Darren Beckett, our Chief Technology Officer, agreed that Mr. Beckett’s last date of employment was March 1, 2023.”
Governance Changes

NextTrip, Inc.: Amended By-Laws to reduce stockholder meeting quorum from majority to one-third of voting power (effective 2022-12-14).

“On December 14, 2022, our Board of Directors adopted by unanimous written consent Amendment No. 3 (the “Amendment”) to our Amended and Restated By-Laws to replace Section 3, Article II thereof with a new Section 3. The new Section 3 is identical in all respects to the former Section 3, except that it provides that the holders of a one third (1/3 rd ), rather than a majority, of the voting power of the Company’s stock present in person or represented by proxy at any meeting of stockholders shall constitute a quorum for the transaction of business except as otherwise provided by law, by the Articles of Incorporation or by the Amended and Restated By-Laws.”
Earnings Releases

NextTrip, Inc. reported the quarter ended September 30, 2022 results: revenue $188,245.

“Revenue for the third quarter of 2022 totaled $188,245 as compared to $700,237 for the third quarter of 2021.”

John Rice resigned as director at NextTrip, Inc..

“On September 16, 2022, Sigma Additive Solutions, Inc. (the “ Company ”) was informed by John Rice that he has resigned as a director of the Company, effective September 16, 2022.”

John Rice changed role as Chairman of the Board at NextTrip, Inc..

“was appointed to replace the current Chairman of the Board, John Rice, who will continue to serve as a director.”

Mark Ruport was appointed as Chairman of the Board at NextTrip, Inc..

“Mr. Ruport remains a director of the Company and was appointed to replace the current Chairman of the Board, John Rice, who will continue to serve as a director.”

Mark Ruport resigned as Chief Executive Officer and principal executive officer at NextTrip, Inc..

“Mr. Brunsberg replaces Mark Ruport, who resigned from his positions as Chief Executive Officer and principal executive officer of the Company effective April 1, 2022.”

Jacob Brunsberg was appointed as Class II director at NextTrip, Inc..

“Also effective April 1, Mr. Brunsberg was appointed to serve as a Class II director on the Board.”

Jacob Brunsberg changed role as President, Chief Executive Officer and principal executive officer at NextTrip, Inc..

“Effective April 1, 2022, Jacob Brunsberg, age 35, the current President and Chief Operating Officer of Sigma Labs, Inc. (“Sigma,” or the “Company”), will become Sigma’s President, Chief Executive Officer and principal executive officer and will no longer serve as Chief Operating Officer.”

Jacob Brunsberg changed role as President and Chief Operating Officer at NextTrip, Inc..

“promoted Jacob Brunsberg to serve as President and Chief Operating Officer of the Company.”

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.