NextTrip Files ATM Offering Agreement to Sell up to $6.5M in Stock

What Happened NextTrip, Inc. (NTRP) announced on August 31, 2026 (Item 1.01) that it entered an at-the-market (ATM) offering agreement with Titan Partners Securities LLC. Under the agreement, NextTrip may offer and sell up to $6,500,000 of its common stock from time to time under a previously declared effective Form S-3 shelf registration (file no. 333-291260) and a prospectus supplement dated August 31, 2026. Sales may be made on The Nasdaq Capital Market or by other methods permitted under Rule 415.

Key Details

• Total capacity: up to $6,500,000 of common stock to be sold on an as‑needed basis.
• Sales agent: Titan Partners Securities LLC; commission of 3.5% of gross proceeds on each sale.
• Prior placement agent: Craft Capital Management LLC waived exclusivity for this offering in exchange for a fee equal to 2.0% of gross proceeds for nine months starting August 31, 2026.
• Structure and timing: sales occur at market prices or as agreed with Titan; NextTrip is not obligated to sell any shares; offering ends when all authorized shares are sold or the agreement is terminated.
• Legal/filing context: offering is made under the Company’s Form S-3 shelf declared effective Dec 8, 2025; prospectus supplement filed Aug 31, 2026. The 8-K also includes customary indemnities, expense reimbursements to Titan, and forward-looking statement disclosures.

Why It Matters This ATM agreement gives NextTrip a flexible way to raise up to $6.5M of capital over time without a single large offering. For investors, actual dilution and timing depend on if and when the company sells shares; each sale will reduce cash raised by agent/placement fees (3.5% to Titan plus a temporary 2% fee to Craft) and may dilute existing shareholders. The arrangement is a common capital-raising tool for small-cap companies to access funding as market conditions permit. The filing includes standard risk and forward-looking disclaimers; no specific sales or proceeds were reported in the 8-K.