8-K - NEXM - Equibles

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

Dateof Report (Date of earliest event reported): January 8, 2026

NEXMETALS

MINING CORP.

(Exactname of registrant as specified in its charter)

BritishColumbia, Canada

(Stateor other jurisdiction of incorporation)

00-0000000

001-42750	N/A
(Commission File Number)	(IRS Employer Identification No.)
3123-595 Burrard Street<br><br> <br>Vancouver, British Columbia, Canada	V7X 1J1
(Address of principal executive offices)	(Zip Code)

(604)770-4334

(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 (see General Instruction A.2. below):

☐	Written<br> communications 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)
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☐	Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐	Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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<br> Shares, no par value	NEXM	Nasdaq Stock Market LLC<br><br> <br>(Nasdaq Capital Market)

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 ☐

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. ☐

Item5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements ofCertain Officers.

On January 8, 2026, NexMetals Mining Corp. (the “Company”) appointed Warwick Morley-Jepson to its Board of Directors (the “Board”), effective immediately. Mr. Morley-Jepson will serve as an independent director and Co-Chair of the Company’s newly formed Safety, Sustainability and Technical Committee.

Mr. Morley-Jepson, age 67, has a distinguished mining career spanning more than 40 years in the precious and base metal sectors. In his early career, he held numerous senior operational and project development roles, later progressing to executive positions within recognized global mining companies. His previous experience includes a period of seven years from October 2009 to December 2016 at Kinross Gold Corporation, where he progressed from a mine operations role as Regional Vice President to Executive Vice President and Chief Operating Officer, responsible for the company’s operations and project development activities globally. He later went on to serve as Executive Vice President and Chief Operating Officer for Ivanhoe Mines from August 2019 to June 2020.

During the past five years, Warwick Morley-Jepson has held a number of public company directorships. He served as a director of Wesdome Gold Mines Ltd. for the period June 2017 through to June 2024. During that period of 7 years he served as Chairman of the Board for the last 5 years. Mr. Morley-Jepson currently serves as an independent director of Amaroq Minerals Ltd. (formerly AEX Gold Ltd.) and has done so since July 2021. In addition, he served as an independent director of Karora Resources Inc. (formerly RNC Minerals Corp.) from February 2019 to June 2023.

There is no arrangement or understanding between Mr. Morley-Jepson and any other person pursuant to which Mr. Morley-Jepson was appointed as a director. There is no family relationship between Mr. Morley-Jepson and any director or executive officer of the Company. There are no transactions between Mr. Morley-Jepson and the Company that would be required to be reported under Item 404(a) of Regulation S-K of the Securities Exchange Act of 1934, as amended.

Following this appointment, the Company’s Board will be comprised of nine directors: Paul Martin (Chair), Warwick Morley Jepson, Philipa Varris, André van Niekerk, Chris Leavy, James Gowans, Jason LeBlanc, Mark Christensen, and Morgan Lekstrom.

Item8.01 Other Events.

On January 8, 2026, the Company issued a press release announcing the appointment of Warwick Morley-Jepson to its Board. A copy of this press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference. The Company undertakes no obligation to update, supplement or amend the materials attached hereto as Exhibit 99.1.

Item9.01 Financial Statements and Exhibits.

(d)Exhibits

Exhibit No.	Description
99.1	Press Release dated January 8, 2026.
104	Cover<br> Page Interactive Data File (embedded within 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.

NEXMETALS MINING CORP.<br><br> <br>(Registrant)
By:	/s/<br> Brett MacKay
	Brett<br> MacKay
	Chief<br> Financial Officer

Date: January 14, 2026

Exhibit99.1

NexMetalsWelcomes Former Kinross Gold COO Warwick Morley-Jepson to the Board of Directors

Vancouver,British Columbia, January 8, 2026 – NexMetals Mining Corp. (TSXV: NEXM) (Nasdaq: NEXM) (“NEXM” or the “Company”) announces that Warwick Morley-Jepson has been appointed to the board of directors (“Board”) effective today. Mr. Morley-Jepson will also assume the role of Co-Chair, alongside Philipa Varris, the current chair of the Sustainability Committee, of the Board’s newly formed Safety, Sustainability and Technical Committee.

Mr. Morley-Jepson has a distinguished mining career spanning more than 40 years in the precious and base metal sectors. In his early career he held numerous senior operational and project development roles, later progressing to executive positions within recognised global mining companies. His previous experience includes a period of 7-years at Kinross Gold Corporation where he progressed from a mine operations role as Regional Vice President to Executive Vice President and Chief Operating Officer responsible for the company’s operations and project development activities globally. He later went on to serve as Executive Vice President and Chief Operating Officer for Ivanhoe Mines. From 2017 Warwick has been appointed to the boards of numerous mining companies, most recently serving seven years at Wesdome Gold Mines, where he held the position of Chairman of the board of directors as well as Interim Chief Executive Officer.

Onbehalf of the Board, Paul Martin, Chairman of the Board, said “We are extremely pleased to welcome Warwick to the Board. The addition of his significant experience in project development and mine operations around the world is especially well-timed as the Company proceeds to optimize the path forward for its Selebi and Selkirk assets. His leadership, as Co-Chair of the newly formed Safety, Sustainability and Technical Committee, will be critical in guiding the Board and management through the key project decisions in front of us”.

AboutNexMetals Mining Corp.

NexMetals Mining Corp. is a TSXV and NASDAQ listed mineral exploration and development company focused on redeveloping the past-producing Selebi and Selkirk copper-nickel-cobalt-platinum group element mines in Botswana. NexMetals has confirmed the scale of mineralization is larger than historical estimates, supported by NI 43-101-compliant resource estimates, with ongoing down-hole geophysics, drilling, and metallurgical programs aimed at expanding resources and supporting future economic studies. The Company is led by an experienced management and technical team with a proven track record in global mineral projects, emphasizing disciplined execution, transparent governance, and long-term stakeholder value creation.

Forfurther information about NexMetals Mining Corp., please contact:

Paul Martin

Chair of the Board

pmartin@nexmetalsmining.com

Jaclyn Ruptash

V.P., Communications and Investor Relations

jaclyn@nexmetalsmining.com

1-833-770-4334

Neitherthe TSX Venture Exchange and its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) northe Nasdaq Stock Market LLC accepts responsibility for the adequacy or accuracy of this news release. No stock exchange, securities commissionor other regulatory authority has approved or disapproved the information contained herein.

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FollowUs

X: https://x.com/NexMetalsCorp

LinkedIn: https://www.linkedin.com/company/NexMetalsMiningCorp

Facebook: https://www.facebook.com/NexMetalsMiningCorp

CautionaryNote Regarding Forward-Looking Statements

Thisnews release contains forward-looking statements” within the meaning of the United States federal securities laws and “forward-lookinginformation” within the meaning of applicable Canadian securities legislation (collectively, “forward-looking information”)based on expectations, estimates and projections as at the date of this news release. Forward-looking information involves risks, uncertaintiesand other factors that could cause actual events, results, performance, prospects and opportunities to differ materially from those expressedor implied by such forward-looking information. For the purposes of this release, forward looking information includes, but is not limitedto, the implementation of the objectives, goals and future plans of the Company, including expanding resources and redeveloping the Selebiand Selkirk projects and the intended preparation of initial economic studies for the projects. These forward-looking statements, bytheir nature, require the Company to make certain assumptions and necessarily involve known and unknown risks and uncertainties thatcould cause actual results to differ materially from those expressed or implied in these forward-looking statements. Factors that couldcause actual results to differ materially from such forward-looking information include, but are not limited to, capital and operatingcosts varying significantly from estimates; the preliminary nature of drilling and metallurgical test results; the ability of explorationresults to predict mineralization; the ability of the Company to implement its drilling, geoscience and metallurgical work on its propertiesand work plans generally; prefeasibility or the feasibility of mine production; delays in obtaining or failures to obtain required governmental,environmental or other project approvals; uncertainties relating to the availability and costs of financing needed in the future; changesin equity markets; inflation; fluctuations in commodity prices; delays in the development of projects; the other risks involved in themineral exploration and development industry; and those risks set out in the Company’s filings with the U.S. Securities and ExchangeCommission on EDGAR (www.sec.gov) and public disclosure record on SEDAR+ (www.sedarplus.ca), in each case, under NEXM’sissuer profile. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in thisnews release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this newsrelease, and no assurance can be given that such events will occur in the disclosed time frames or at all. The Company disclaims anyintention or obligation to update or revise any forward-looking information, whether as a result of new information, future events orotherwise, other than as required by law.

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