WILLIAM KERBY - 28 Feb 2025 Form 5 Insider Report for NextTrip, Inc. (NTRP)

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	NTRP	Series L Nonvoting Convertible Preferred Stock	Award	$499,997	+165,562	+100%	$3.02	331,124	31 Dec 2024	Common Stock	165,562		Direct	F1, F2, F3
transaction	NTRP	Series L Nonvoting Convertible Preferred Stock	Award	$499,997	+165,562	+100%	$3.02	331,124	24 Feb 2025	Common Stock	165,562		Direct	F1, F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Id	Content
F1	Shares of Series L Nonvoting Convertible Preferred Stock ("Series L Preferred") shall not be convertible into shares of common stock unless and until stockholder approval of the conversion of the Series L Preferred into common stock ("Stockholder Approval") is obtained. Following receipt of Stockholder Approval, each share of Series L Preferred will automatically convert into one share of common stock, subject to certain limitations.
F2	On December 31, 2024, the Issuer and the Reporting Person entered into a debt conversion agreement, pursuant to which $0.5 million in existing promissory notes owed to the Reporting Person for monies advanced to the Issuer were converted into 165,562 shares of Series L Preferred at a price of $3.02 per share. The debt conversion agreement and the conversion of the promissory notes into shares of Series L Preferred were approved in advance by the Issuer's board of directors.
F3	The shares of Series L Preferred do not expire.
F4	On February 24, 2025, the Issuer and the Reporting Person entered into a debt conversion agreement, pursuant to which $0.5 million in deferred salary owed to the Reporting Person was converted into 165,562 shares of Series L Preferred at a price of $3.02 per share. The debt conversion agreement and the conversion of the deferred salary into shares of Series L Preferred were approved in advance by the Issuer's board of directors.