4//SEC Filing
Cerminara Kyle 4
Accession 0001493152-25-027620
CIK 0001591890other
Filed
Dec 11, 7:00 PM ET
Accepted
Dec 12, 9:58 PM ET
Size
21.4 KB
Accession
0001493152-25-027620
Insider Transaction Report
Form 4
FG Nexus Inc.FGNX
Cerminara Kyle
DirectorCEO and Chairman10% Owner
Transactions
- Award
Common Stock
2025-12-11+6,794→ 153,321 total - Exercise of In-Money
Pre - Funded Common Stock Purchase Warrant
2025-09-05$4.99/sh−200,000$998,000→ 0 total(indirect: By LLC)Exercise: $0.00From: 2025-09-05Exp: 2025-09-05→ Common Stock (200,000 underlying) - Exercise of In-Money
Pre - Funded Common Stock Purchase Warrant
2025-09-05$4.99/sh−100,000$499,000→ 0 totalExercise: $0.00From: 2025-09-05Exp: 2025-09-05→ Common Stock (100,000 underlying)
Holdings
- 301(indirect: By 401(k))
Common Stock
- 450(indirect: By Spouse)
Common Stock
- 167(indirect: By Children)
Common Stock
- 200,000(indirect: By LLC)
Common Stock
- 529,965(indirect: By LLC)
Common Stock
- 100,000(indirect: By LLC)
Common Stock
- 225,000(indirect: By LLC)
Common Stock Purchase Warrant
Exercise: $5.00From: 2025-09-05Exp: 2035-09-05→ Common Stock (225,000 underlying)
Footnotes (3)
- [F1]Represents restricted stock units ("RSUs") granted under the 2021 Equity Incentive Plan as director fee payment in lieu of cash. All RSUs vested on grant date. Each RSU represents a contingent right to receive one share of common stock of the Company.
- [F2]FG Financial Holdings LLC ("FGFH") and Fundamental Global Holdings LLC ("FGH") beneficially own in the aggregate 529,965 and 100,000 shares of FG Nexus Common Stock, respectively. Fundamental Global GP LLC ("FGGP"), which is an affiliate of FGFH and FGH, may be deemed to be a beneficial owner of the securities disclosed as directly owned by FGFH and FGH. Due to Mr. Cerminara's position with FGGP and affiliated entities, Mr. Cerminara may be deemed to be beneficial owner of the securities disclosed as directly owned by FGFH and FGH. Mr. Cerminara disclaims beneficial ownership of the shares of FG Common Stock beneficially owned by FGFH, FGH, and FGGP except to the extent of his pecuniary interest therein.
- [F3]The Pre-Funded Common Stock Purchase Warrants were exercised automatically on September 5, 2025 upon the effectiveness of articles of amendment to the Company's amended and restated articles of incorporation.
Documents
Issuer
FG Nexus Inc.
CIK 0001591890
Entity typeother
Related Parties
1- filerCIK 0001619991
Filing Metadata
- Form type
- 4
- Filed
- Dec 11, 7:00 PM ET
- Accepted
- Dec 12, 9:58 PM ET
- Size
- 21.4 KB