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8-K

FG Nexus Inc. (FGNX)

8-K 2024-07-23 For: 2024-07-18
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UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

WASHINGTON,

DC 20549

FORM

8-K

CURRENT

REPORT

Pursuant

to Section 13 or 15(d) of the

Securities

Exchange Act of 1934

Dateof Report (Date of earliest event reported): July 18, 2024



FUNDAMENTAL

GLOBAL INC.

(Exactname of registrant as specified in charter)

Nevada 001-36366 46-1119100
(State or other jurisdiction<br><br> <br>of incorporation) (Commission<br><br> <br>File Number) (I.R.S. Employer<br><br> <br>Identification No.)
108 Gateway Blvd, Suite 204<br><br> <br>Mooresville, NC 28117
--- ---
(Address of principal executive offices) (Zip Code)

(704)994-8279

(Registrant’stelephone number, including area code)

N/A

(Formername 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<br> communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement<br> 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<br> of each class Trading<br> Symbol(s) Name<br> of each exchange on which registered
Common<br> Stock, $0.001 par value per share FGF The<br> Nasdaq Stock Market LLC
8.00%<br> Cumulative Preferred Stock, Series A, $25.00 par value per share FGFPP The<br> Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter).

Emerging growth company ☐

If 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

On July 18, 2024, Strong Global Entertainment, Inc. (“Strong Global Entertainment”), a majority-owned subsidiary of Fundamental Global Inc. (the “Company”), entered into an agreement resulting in the settlement and dismissal of a civil complaint against the Strong Global Entertainment, certain affiliated entities, and certain of its current and former employees, officers and directors related to the Safehaven television series.

In connection with the settlement and dismissal, the Company does not expect any material impact to its consolidated financial statements. In addition, Strong Global Entertainment maintained a position in the waterfall, which could provide future economic benefit based on the success of the series.

The information in this Item 7.01 is furnished pursuant to the rules and regulations of the Securities and Exchange Commission and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.


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.

FUNDAMENTAL GLOBAL INC.
Date: July<br> 22, 2024 By: /s/ Mark D. Roberson
Name: Mark<br> D. Roberson
Title: Chief<br> Financial Officer