UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported):
(Exact name of registrant as specified in its charter)
|
(State or other jurisdiction |
(Commission |
(IRS Employer |
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including
area code: (
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Securities registered pursuant to 12(b) of the Act:
| Title of class | Trading symbol | Name of exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant
to Section 13(a) of the Exchange Act.
Item 1.02. Termination of a Material Definitive Agreement
Termination of LOI
On July 30, 2026, Nixxy, Inc. (the “Company”) terminated the binding Letter of Intent (the “Binding Letter of Intent”) with Tachyon 9 Corporation, a Delaware corporation, dated as of June 15, 2026. The Company terminated the Binding Letter of Intent to pursue other potential business opportunities. The Company did not incur any early termination penalties in connection with the termination of the Binding Letter of Intent.
Item 7.01. Regulation FD Disclosure
On July 30, 2026, the Company issued a press release titled “Nixxy Announces Strategic AI Infrastructure Platform Initiative” A copy of the press release is attached as Exhibit 99.1 hereto.
The Company's statements regarding potential acquisitions, development activities, financing initiatives, strategic partnerships, and future growth constitute forward-looking statements subject to various risks and uncertainties.
The information set forth under Item 7.01 and in Exhibit 99.1 is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Description | |
| 99.1 | Press release, issued on July 30, 2026 | |
| 104 | Cover Page Interactive Data File (formatted in iXBRL, and included in exhibit 101) |
| 2 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| NIXXY, INC. | ||
| Dated: July 31, 2026 | By: | /s/ David Kratochvil |
| Name: | David Kratochvil | |
| Title: | Chief Executive Officer | |
| 3 |