NASDAQ: NIXX

Nixxy, Inc.

CIK 0001462223 · SIC 7371 · Computer Programming & Data Processing

Small Revenue $98M Assets $15M as of Sep 27, 2026

Nixxy, Inc. (“Nixxy,” the “Company,” “we,” “us,” or “our”) is a Nevada corporation focused on building an artificial intelligence-enabled communications and data infrastructure platform that supports global telecommunications services and emerging transaction-enabled workflows. About this business →

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8-K Filed Sep 4, 2026 · Period ending Aug 31, 2026

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8-K Filed Sep 1, 2026 · Period ending Aug 28, 2026

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10-Q Filed Aug 12, 2026 · Period ending Jun 30, 2026

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8-K Filed Jul 31, 2026 · Period ending Jul 30, 2026

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8-K Filed Jul 9, 2026 · Period ending Jul 2, 2026

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8-K Filed Jul 2, 2026 · Period ending Jun 29, 2026

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8-K Filed Jun 15, 2026 · Period ending Jun 9, 2026

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8-K Filed Jun 10, 2026 · Period ending Jun 9, 2026

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424B5 Filed Jun 8, 2026

Nixxy prices 484,375-share offering at $0.64, a 24% discount to last sale, for working capital

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10-Q Filed May 13, 2026 · Period ending Mar 31, 2026

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10-K Filed Apr 15, 2026 · Period ending Dec 31, 2025

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10-Q Filed Nov 13, 2025 · Period ending Sep 30, 2025

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424B5 Filed May 29, 2025

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10-K Filed Mar 31, 2025 · Period ending Dec 31, 2024

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Latest financial statements

From 10-Q filed Aug 12, 2026 (period ending Jun 30, 2026). As printed on the EDGAR/iXBRL face — not generated by the model.

As filed

Condensed Consolidated Statements of Operations (Unaudited)

(In thousands, except share and per share data)

Description Three months ended June 30, 2026 Three months ended June 30, 2025 Six months ended June 30, 2026 Six months ended June 30, 2025
REVENUE
Revenue 16,091 13,363 45,186 14,625
OPERATING EXPENSES
Cost of revenue (exclusive of amortization shown separately below) 16,051 13,351 45,091 14,613
Sales and marketing 127 9 127 558
Product development 2 19 4 34
Amortization of intangibles 713 439 1,423 601
General and administrative 818 1,776 1,386 4,877
Total operating expenses 17,711 15,594 48,031 20,683
LOSS FROM CONTINUING OPERATIONS (1,620) (2,231) (2,845) (6,058)
OTHER INCOME (EXPENSES)
Interest expense (22) (36) (40) (74)
Gain on change in fair value of marketable securities (673) (46) 1,094 (44)
Other income (expense) 15 1 29 165
Change in fair value of contingent consideration – (1,319) – (1,319)
Total other income (expenses) (680) (1,400) 1,083 (1,272)
Income (loss) from continuing operations before income taxes (2,300) (3,631) (1,762) (7,330)
Provision for income taxes – – – –
NET INCOME (LOSS) FROM CONTINUING OPERATIONS (2,300) (3,631) (1,762) (7,330)
Net income (loss) from discontinued operations – (625) – (1,470)
NET INCOME (LOSS) ATTRIBUTABLE TO NIXXY, INC. (2,300) (4,256) (1,762) (8,800)
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS (2,300) (4,256) (1,762) (8,800)
NET INCOME (LOSS) FROM CONTINUING OPERATIONS PER COMMON SHARE BASIC AND DILUTED (0.08) (0.19) (0.07) (0.42)
NET INCOME (LOSS) FROM DISCONTINUED OPERATIONS PER COMMON SHARE BASIC AND DILUTED – (0.03) – (0.08)
NET INCOME (LOSS) PER COMMON SHARE BASIC AND DILUTED (0.08) (0.22) (0.07) (0.51)
WEIGHTED AVERAGE COMMON SHARES BASIC AND DILUTED 28,019,664 19,144,354 26,350,735 17,299,292

Condensed Consolidated Balance Sheets

(In thousands, except share and per share data)

Description June 30, 2026 (Unaudited) December 31, 2025
ASSETS
Current assets:
Cash 330 182
Accounts receivable, net of allowance for doubtful accounts of $838 and $835, respectively 3,401 1,331
Prepaid expenses and other current assets 127 108
Investment in Marketable Securities 1,437 343
Total current assets 5,295 1,964
Property and equipment, net of accumulated depreciation of $61 and $61, respectively – –
Intangible assets, net 9,794 11,217
Goodwill – –
Total assets 15,089 13,181
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable 4,560 2,506
Accrued expenses 882 930
Accrued compensation 34 125
Accrued interest 7 11
Contingent consideration – 500
Other liabilities 17 17
Loans payable current portion, net of discount 36 56
Line of credit payable 1,000 775
Refundable deposit on preferred stock purchase 285 285
Total current liabilities 6,821 5,205
Total liabilities 6,821 5,205
Commitments and contingencies (Note 9)
Stockholders’ Equity
Common stock, $0.0001 par value; 200,000,000 shares authorized; 28,908,839 and 25,946,889 shares issued and outstanding as of June 30, 2026, and December 31, 2025, respectively 3 3
Common Stock to be issued, 406,071 and 402,737 shares as of June 30, 2026, and December 31, 2025, respectively – –
Additional paid-in capital 123,825 121,771
Accumulated deficit (115,560) (113,798)
Total stockholders’ equity 8,268 7,976
Total liabilities and stockholders’ equity 15,089 13,181

Condensed Consolidated Statements of Cash Flows (Unaudited)

(In thousands)

Description Six months ended June 30, 2026 Six months ended June 30, 2025
Cash Flows From Operating Activities
Net income (loss) (before noncontrolling interests) (1,762) (8,726)
Net income attributed to noncontrolling interests – (73)
Net income (loss) (1,762) (8,799)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization expense 1,423 839
Equity based compensation expense stock 245 3,267
Equity based compensation expense option – 22
Gain on fair value of marketable securities (1,094) 44
Change in fair value of warrant liability – 7
Change in fair value of contingent consideration – 1,155
Change in fair value of derivative liability – 17
Bad debt expense 3 9
Changes in assets and liabilities:
Increase in accounts receivable (2,073) (409)
(Increase) decrease in prepaid expenses and other current assets (19) 312
Increase in accounts payable and accrued liabilities 1,910 506
Net cash used in operating activities (1,367) (3,030)
Cash Flows From Investing Activities:
Purchase of intangible assets – (400)
Net cash used in investing activities – (400)
Cash Flows From Financing Activities:
Proceeds from sale of common stock in offering 1,310 1,841
Proceeds from line of credit payable 225 –
Repayments on loans payable (20) –
Net cash provided by financing activities 1,515 1,841
Net increase (decrease) in cash 148 (1,589)
Cash, beginning of period 182 2,533
Cash, end of period 330 944
Supplemental disclosures of cash flow information:
Cash paid during the period for interest 43 –
Cash paid during the period for income taxes – –
Supplemental schedule of non-cash investing and financing activities:
Issuance of common stock upon purchase of intangible assets 500 6,393

Amounts as printed on the EDGAR/iXBRL face — (In thousands, except share and per share data); (In thousands). Labels, columns, and figures are the filing face, not a GAAP stencil. Interactive statements & notes on EDGAR ↗

About Nixxy, Inc.

Source: Item 1 (Business) from the 10-K filed April 15, 2026. Description as filed by the company with the SEC.

ITEM 1. BUSINESS

Overview

Nixxy, Inc. (“Nixxy,” the “Company,”
“we,” “us,” or “our”) is a Nevada corporation focused on building an artificial intelligence-enabled
communications and data infrastructure platform that supports global telecommunications services and emerging transaction-enabled workflows.

The Company operates a carrier-scale telecommunications
network delivering wholesale voice and messaging services, enhanced by automation, data analytics, and AI-driven routing technologies.
In parallel, the Company is developing an integrated platform designed to support the convergence of communications and financial workflows
across global markets.

During the period from 2023 through 2025, the
Company completed a strategic transformation from a recruitment and staffing services business into a communications and infrastructure
technology company. As of December 31, 2025, the Company has divested or separated substantially all legacy recruiting operations
and is primarily engaged in telecommunications services, data infrastructure, and related platform initiatives.

Our common stock trades on the Nasdaq Capital Market under the symbol
“NIXX.”

Strategic Transformation

Historically, the Company operated recruitment marketplaces, staffing
services, and career-related software platforms under the Recruiter.com brand.

Key milestones in our transformation include:

· 2023 – Sale of staffing business

· Q3 2024 – Sale of Recruiter.com website assets

· December 30, 2025 – Completion of legacy recruiter business divestment

Read full description ↓

Following the divestment of the remainder of our recruiter business,
the Company no longer maintains majority ownership or control of the legacy recruitment marketplace business.

As a result of these actions, the Company has repositioned itself as
a communications and data infrastructure platform with a focus on scalable telecommunications services and adjacent technology-driven
opportunities.

Current
Business Focus and Technology Strategy

The Company is focused on building a revenue-backed,
carrier-scale communications platform that leverages artificial intelligence and automation to scale global voice and messaging services,
improve operating performance, and expand into adjacent infrastructure and transaction-enabled markets.

Our strategy is guided by a structured execution model:

· Scale the engine – Grow high-volume communications infrastructure and recurring telecom revenue

· Improve the mix – Enhance margins through AI-enabled routing, automation, and traffic optimization

· Move up the stack – Expand into infrastructure, software, and communications-driven financial workflows

1

Management believes that global commerce is increasingly
constrained by fragmentation between communications systems and financial transaction infrastructure, creating an opportunity for integrated
platforms that connect messaging, identity, and payments into unified workflows.

Auralink Telecommunications
Platform (NIXXY COMM™)

Our core operating subsidiary provides a cloud-based telecommunications
platform offering:

· Wholesale voice termination

· SMS routing and delivery

· Optimized logic-based traffic flows

· Real-time billing and settlement systems

· Carrier interconnect services

This platform serves as the Company’s primary
revenue engine, supporting high-volume communications traffic across global carrier relationships.

The Company integrates optimized logic and automation
into its operations to enhance scalability and efficiency, including:

· Intelligent routing and quality-of-service governance

· Automated billing, settlement, and revenue assurance

· Fraud detection and anomaly monitoring

· Margin optimization through traffic mix management

These capabilities enable the Company to manage
communications traffic at scale while improving delivery consistency and operational efficiency.

Telco + Fintech Convergence Strategy

The Company is pursuing a strategy to extend its
communications platform into transaction-enabled workflows, leveraging its global network infrastructure to support financial interactions
embedded within communications channels.

This strategy is based on the premise that modern
commerce increasingly relies on messaging for authentication, notifications, and customer engagement, while financial transactions often
occur on separate, disconnected systems. Management believes that integrating these functions may improve efficiency, reduce friction,
and enable new service capabilities across global markets.

The Company’s approach includes:

· Enabling communications-driven transaction workflows, such as payment notifications, confirmations, and identity verification

· Supporting cross-border messaging and financial interactions through global telecom infrastructure

· Leveraging AI and automation to enhance compliance, routing, and workflow execution

Execution of this strategy is supported by the
Company’s infrastructure assets, software platforms, and strategic partnerships, including development collaboration with PayToMe.co.

PayToMe.co is a Silicon Valley–based AI-native
financial technology platform enabling embedded payments and cross-border transaction workflows across global markets.

2

While the Company is actively developing these
capabilities, commercialization timing, adoption, and financial impact remain subject to execution, market conditions, and regulatory
considerations.

Platform Architecture and Infrastructure

The Company’s platform is structured as a multi-layer architecture
designed to support communications, data processing, and application-level workflows:

Communications Layer (NIXXY COMM™)

Provides global voice and messaging infrastructure, routing, and billing
systems.

Infrastructure Layer (NIXXY CORE™)

Includes edge computing and data infrastructure assets associated with
Everythink Innovations Limited, designed to support:

· Low-latency processing environments

· AI inference and data processing

· Communications-integrated workloads

· Scalable compute and storage capabilities

These assets are intended to enable real-time processing of communications
and transaction-related data within controlled infrastructure environments.

Application and Workflow Layer

Includes software platforms designed to convert communications into
structured workflows, including:

· AQUA AI software platform, supporting conversational engagement and automation across communications channels, will be the basis of
the Company’s Agentic Ecommerce solutions.

· Leadnova.ai, an AI-enabled application designed to integrate communications with data-driven business processes (currently in user
acceptance testing with a targeted commercial beta planned for 2026, subject to execution)

Transaction Enablement Layer

Through strategic partnerships, including PayToMe.co, the Company is
developing capabilities intended to support:

· Messaging-based payment workflows (e.g., text-to-pay)

· Transaction confirmations and financial notifications

· Cross-border transaction messaging

· Communications-driven financial interactions

These capabilities are in planning and development and are intended
to extend the Company’s communications platform into transaction-enabled ecosystems over time.

3

Technology Assets and Acquisitions

During 2025, the Company acquired or licensed intellectual property
supporting its transition toward AI-enabled telecommunications and infrastructure operations, including:

· Telecommunications routing and billing systems

· AI software infrastructure (including AQUA AI)

· Edge data infrastructure assets (including Everythink)

· Generative AI development assets

These acquisitions were accounted for primarily as asset acquisitions
under ASC 805.

Management believes these assets provide a foundation
for expanding beyond telecommunications transport into higher-value infrastructure and software-driven services.

Growth Strategy and Commercial Expansion

The Company’s growth strategy is focused on:

· Scaling communications volume and network reach through carrier relationships and route expansion

· Improving unit economics through automation, optimized logic routing, and traffic mix optimization

· Expanding into higher-value services across infrastructure, software, and transaction-enabled workflows

Recent commercial engagements, including services
agreements with third parties, are intended to generate incremental revenue, improve operational performance, and reinforce the Company’s
position as a trusted operator within the telecommunications ecosystem.

In addition, the Company is pursuing partnerships
and development initiatives to support its expansion into communications-enabled financial workflows and cross-border transaction services.

Industry Overview

The global telecommunications services market
was estimated by industry sources at approximately $1.98 trillion in 2024 and is projected to grow at a mid-single-digit compound annual
rate through 2030.

Within this market, AI adoption and automation are expected to grow
at a faster rate, driven by:

· Increasing network complexity and data volumes

· Demand for cost efficiency and automation

· Fraud detection and security requirements

· Real-time performance optimization

The Company operates within the wholesale telecommunications
and AI-enabled infrastructure segment and is expanding into adjacent markets at the intersection of communications and financial technology.

4

Competitive Landscape

The Company competes with:

· Global telecommunications carriers

· Regional wholesale voice and messaging providers

· Cloud communications platforms

· Optimized logic routing, billing, and analytics providers

· Emerging communications-enabled fintech platforms

Competition is based on:

· Pricing and cost efficiency

· Route quality and delivery performance

· Reliability and service levels

· Technology capabilities and automation

· Network reach and carrier relationships

· Ability to integrate communications with broader workflows

The Company’s competitive approach emphasizes
automation, disciplined traffic optimization, infrastructure integration, and expansion into higher-value service layers.

Intellectual Property

The Company’s business relies on a combination of:

· Licensed software and infrastructure platforms

· Proprietary algorithms and routing logic

· Trade secrets and confidential information

· Third-party technology and development agreements

The Company uses contractual protections, including
confidentiality and licensing agreements, to safeguard its intellectual property and commercial information. Infrastructure initiatives
include edge computing capacity and network assets associated with acquired technologies, including facilities in Vancouver and Fremont,
intended to support resilient workloads and future platform expansion.

Employees

As of December 31,
2025, the Company employed two full time employees and a number of independent contractors.

5