NextBoat Inc. 8-K

What Happened NextBoat Inc. (NXB) and its subsidiary Off The Hook Yacht Sales NC, LLC entered a Master Loan Agreement with RLLT Capital, LLC dated June 22, 2026. The lender funded an initial $2.0 million loan to help finance acquisitions of pre‑owned boat inventory. The company disclosed the arrangement on Form 8‑K (filed June 26, 2026) and identified the transaction as related-party because President and controlling shareholder Jason Ruegg signed a Personal Guaranty and Stock Pledge Agreement in favor of the lender.

Key Details

• Lender/borrowers & timing: Master Loan Agreement dated June 22, 2026; initial funding of $2.0 million by RLLT Capital, LLC to NextBoat and Off The Hook.
• Cost and term: loans bear simple interest at 15.0% per annum; maturity is the earlier of 180 days after funding or the closing of the boat sale; one 90‑day extension allowed with a 2% extension premium.
• Fees and sharing: Borrowers pay a 1% origination fee per loan plus a profit participation equal to 5% of gross profit on the sale of the financed boat.
• Security and guaranty: loans are full‑recourse and unsecured; Ruegg (and affiliate Ruegg Capital Group, Inc.) provided an absolute, unconditional personal guaranty and pledged NextBoat common stock with an aggregate collateral value of not less than $5.0 million; Ruegg received no consideration for the guaranty.

Why It Matters The agreement creates a new direct short‑term financing obligation (initially $2.0M) and is disclosed as related‑party because the company’s president personally guaranteed the debt and pledged company shares. The financing is relatively expensive (15% interest, origination fee, and 5% profit participation), so any boats bought with these loans will carry higher financing costs that will reduce net proceeds from those sales. Investors should note the pledge of shares as collateral (minimum $5.0M value) and that the loans are full‑recourse and unsecured, which affects company and insider risk exposure. The full loan form is filed as Exhibit 10.1 to the 8‑K (certain non‑material/confidential terms redacted).