Form 8-K

8-K — NextBoat Inc.

Accession: 0001493152-26-041460

Filed: 2026-09-04

Period: 2026-09-04

CIK: 0002067767

SIC: 3730 (SHIP & BOAT BUILDING & REPAIRING)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

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8-K — form8-k.htm (Primary)

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UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

WASHINGTON,

D.C. 20549

FORM

8-K

CURRENT

REPORT

PURSUANT

TO SECTION 13 OR 15(d) OF

THE

SECURITIES EXCHANGE ACT OF 1934

Date

of Report (Date of earliest event reported): September 4, 2026

NextBoat

Inc.

(Exact

name of registrant as specified in its charter)

Nevada

001-42930

33-2636992

(State

or other jurisdiction

incorporation)

(Commission

File

Number)

(I.R.S.

Employer

Identification

No.)

1701

Jel Wade Dr

Wilmington,

NC 28401

(Address

of principal executive offices)

Registrant’s

telephone number, including area code: (910) 772-9277

N/A

(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:

☐

Written

communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting

material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement

communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement

communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities

registered pursuant to Section 12(b) of the Act:

Title

of each class

Trading

Symbol(s)

Name

of each exchange on which registered

Common

Stock, $0.001 par value

NXB

NYSE

American LLC

Indicate

by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405

of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging

growth company ☒

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

7.01. Regulation FD Disclosure.

September 4, 2026, NextBoat Inc. (the “Company”) issued a press release: “NextBoat Strengthens Board and Revenue Leadership

to Power Its Next Phase of Growth”. A copy of the press release is attached hereto as Exhibit 99.1.

The

information under Item 7.01 of this Current Report on Form 8-K and the exhibit attached hereto shall not be deemed “filed”

for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section,

or incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, except as shall be

expressly set forth by specific reference in any such filing.

Item

9.01. Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit

Number

Exhibits

99.1

Press Release of NextBoat Inc. entitled “NextBoat Strengthens Board and Revenue Leadership to Power Its Next Phase of Growth” dated September 4, 2026.

104

Cover

Page Interactive Data File (embedded within the Inline XBRL document).

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.

Date:

September 4, 2026

NextBoat

Inc.

By:

/s/

Brian John

Name:

Brian

John

Title:

Chief

Executive Officer

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

NextBoat

Strengthens Board and Revenue Leadership to Power Its Next Phase of Growth

NextBoat

Appoints Zebulon Hadley to Board of Directors and Names Todd Bates VP of Finance & Insurance, Bringing Decades of Combined Industry

Experience to the Company

WILMINGTON,

NC / ACCESS Newswire / September 04, 2026 / NextBoat Inc. (NYSE American: NXB) (“NextBoat” or the “Company”),

a vertically integrated, technology-driven marine marketplace and one of the largest buyers and sellers of used boats in the United States,

today announced two strategic leadership additions: Zebulon Hadley joined the Board of Directors as an independent director, and Todd

Bates joins the leadership team as VP of Finance & Insurance (F&I).

“As

we scale NextBoat into a mature public company, having the right people in the room, on our Board and in our F&I business, matters

as much as the deals we close,” said Brian John, Chief Executive Officer of NextBoat. “Zebulon brings two decades of building

and governing companies at scale, and Todd brings a track record of driving F&I revenue at some of the largest names in marine retail.

Both are exactly the kind of experienced additions that we believe this next stage of growth requires.”

Zebulon

Hadley joined the Board as an independent director and will chair its Compensation Committee. He is President and CEO of National Coatings,

Inc., a commercial painting and industrial coatings contractor he acquired in 2016 and has grown to roughly $39 million in annual revenue,

one of several businesses he’s founded, acquired, and scaled over a 20-year entrepreneurial career that earned him the Triangle

Business Journal’s 2025 CEO of the Year.

“I’m

excited to join NextBoat’s Board at an important stage in the Company’s growth,” said Zebulon Hadley, Director of NextBoat.

“I look forward to bringing my experience with the Entrepreneurial Operating System, aligning people, and strengthening processes

to help reinforce accountability, governance, and execution as NextBoat continues to scale. As Chair of the Compensation Committee, I’m

also looking forward to helping ensure the Company has the right structures and incentives to support its people and long-term strategic

objectives.”

Todd

Bates joins as VP of F&I, bringing more than a decade of F&I leadership at one of the nation’s largest marine retail groups.

Most recently serving as Corporate Director of Finance, he grew F&I revenue by more than $5 million on flat sales volume across 80

locations, building on a track record that includes taking a single dealership’s F&I revenue from $600,000 to $2.4 million

as its top-ranked Business Manager.

“I’m

excited to be joining NextBoat because I see a tremendous opportunity to build something special in the boating industry,” said

Todd Bates, VP of F&I. “My goal is to bring my experience, energy, and customer-focused approach to help grow the company while

creating an exceptional customer experience. I’m looking forward to joining the team and helping NextBoat establish itself as an

industry leader.”

These

appointments mark the latest step in building the governance and revenue leadership behind NextBoat’s next phase of growth, as

the Company works to redefine how boats are bought, sold, and financed nationwide.

About

NextBoat Inc.

Founded

in 2012, NextBoat Inc., previously known as Off The Hook YS Inc., is a vertically integrated, AI-powered marine marketplace transforming

how boats are bought, sold, financed, and serviced across the United States. Through proprietary technology, transaction data, financing

capabilities, and a growing national acquisition network, the Company operates across boat brokerage, wholesale inventory acquisition,

auctions, financing, and marine services. NextBoat’s ecosystem includes Off The Hook Yachts, Autograph Yacht Group,

Azure Funding, and proprietary lead-generation platforms. Headquartered in Wilmington, North Carolina, NextBoat is rapidly expanding

its national footprint and market share within the $57 billion U.S. marine industry.

Contact

Investor

Relations

ir@nextboat.com

Forward-Looking

Statements

This

press release contains forward-looking statements within the meaning of the federal securities laws regarding NextBoat Inc. (“Company”),

including, without limitation, statements regarding the Company’s business strategy, technology platform, market opportunity, planned

operations, and expected results and benefits. You can generally identify forward-looking statements by the use of forward-looking terminology

such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,”

“explore,” “evaluate,” “intend,” “may,” “might,” “plan,” “potential,”

“predict,” “project,” “seek,” “should,” or “will,” or the negative of such

terms thereof or other variations thereon or comparable terminology, although not all forward-looking statements contain these identifying

words.

These

forward-looking statements are based on the Company’s current plans, objectives, estimates, expectations, and intentions and inherently

involve significant risks and uncertainties, many of which are beyond our control. Actual results, performance or achievements, including

the timing of events, may differ materially from those expressed or implied by the forward-looking statements as a result of various

risks and uncertainties, including those described under the heading “Risk Factors” in the Company’s filings with the

Securities and Exchange Commission, including its most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other subsequent

filings with the SEC. Copies of these filings are available on the SEC’s website at www.sec.gov. Investors are cautioned that forward-looking

statements are not guarantees of future performance, and are cautioned not to place undue reliance on any such forward-looking statements.

The forward-looking statements made in this press release are made only as of the date hereof or as of the dates indicated in the forward-looking

statements and reflect the views stated therein with respect to future events at such dates, even if they are subsequently made available

by the Company on its website or otherwise. The Company undertakes no obligation to update, revise or supplement any forward-looking

statements to reflect actual results, new information, future events, changes in its expectations or other circumstances occurring after

the date such statements were made, except as required by applicable law.

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