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Nixxy, Inc.

For the period ended Dec 31, 2025. Filed Apr 15, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Apr 15, 2026

NIXX$0.21-2.4%Stored close · as of Nov 9, 2026

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Item 11. Executive Compensation

Summary Compensation Table

The following table sets forth information concerning compensation awarded to, earned by, or paid to our Named Executive Officers for the fiscal years ended December 31, 2025 and 2024.

For purposes of this disclosure, “Named Executive Officers” include (i) our principal executive officer serving during fiscal 2025 and (ii) our two most highly compensated executive officers other than the principal executive officer who were serving as executive officers on December 31, 2025.

Summary Compensation Table

Name and Principal PositionFiscal YearSalary ($)Bonus ($)Stock Awards ($)(1)Option Awards ($)(1)Non-Equity Incentive Plan Compensation ($)All Other Compensation ($)Total ($)
Mike Schmidt,2025105,000–174,000–––279,000
Chief Executive Officer (1)2024–––––––
MeiLin Yu,202514,000–––––14,000
Chief Financial Officer (2)2024–––––––
Miles Jennings,2025230,000332,581––30,000592,581–
former Chief Executive Officer (3)2024200,082–336,449–––536,531
Evan Sohn,2025––774,300––60,000834,300
former Chief Executive Officer202421,581–336,449––37,000395,030
Adam Yang,2025103,326–105,500–––208,826
former Chief Financial Officer202431,332–––––31,332
Debra Chen Volpone,20255,000––––375,000380,000
former Chief Executive Officer2024–––––––
(1)Mr. Schmidt has served as Chief Executive Officer from May 2025.
(2)Ms. Yu has served as our Chief Financial Officer since December 2025.
(3)Mr. Jennings served as Interim Chief Executive Officer from February 2025 to May 2025 and previously served as President and Chief Operating Officer.

The amounts reported in the “Stock Awards” column represent the grant date fair value of awards computed in accordance with ASC 718. The assumptions used in calculating these amounts are described in Note 9 to the consolidated financial statements included in this Annual Report on Form 10-K.

Employment Agreements

Yu-san “Debra” Chen Volpone

In January 2025, the Company entered into an employment agreement with Yu-san “Debra” Chen Volpone. In connection with Chen Volpone’s appointment as the Company’s Chief Executive Officer of the Company, effective January 1 2025, the Company entered into an Employment Agreement (the “Employment Agreement”) with Ms. Chen Volpone for a term of one year (the “Initial Term”), with an automatic six-month extension unless either the Company or Ms. Chen Volpone provide written notice no more than ninety (90) days before and no less than ten (10) days prior to the expiration of the Initial Term. Ms. Chen Volpone shall receive a salary during the Initial Term of $350,000.

In February 2025, Ms. Volpone resigned as Chief Executive Officer.

Mike Schmidt

In May 2025, the Company entered into an employment agreement with Mr. Mike Schmidt to serve as Chief Executive Officer with an initial base salary of $10,000 per month and an award of 100,000 restricted stock units vesting quarterly over twelve months.

In December 2025, in connection with his separation from the Company, Mr. Miles Jennings received $30,000 cash payments and 30,000 restricted stock units that vested immediately pursuant to a separation agreement.

Compensation of Non-Employee Directors

The following table sets forth compensation paid to our non-employee directors for the fiscal year ended December 31, 2025.

NameYearFees Earned or Paid in Cash ($)Equity Awards ($)All Other Compensation ($)Total ($)
Lillian Mbeki202530,000608,000–638,000
202416,667––16,667
Elsa Sung202536,000608,000–644,000
2024––––
David Kratochvil202530,000608,000638,000
2024––––
Ashissh Raichura202522,500170,000192,500
2024––––

Outstanding Equity Awards at December 31, 2025

As of December 31, 2025, an aggregate of 137,499 shares of the Company's common stock subject to granted director equity awards remained unvested.

The Board hasnot established policies and practices (whether written or otherwise) regarding the timing of option grants or other awards in relation to the release of material nonpublic information (“MNPI”) and do not take MNPI into account when determining the timing and terms of stock option or other equity awards to executive officers. The Company does not time the disclosure of MNPI, whether positive or negative, for the purpose of affecting the value of executive compensation.

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