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

Role
Chief Executive Officer
Signature
/s/ William Kerby
Stock symbol
NTRP
Transactions as of
Feb 28, 2025
Transactions value $
$999,994
Form type
5
Date filed
3/28/2025, 08:21 PM
Previous filing
Feb 5, 2024
Next filing
Mar 28, 2025
SEC
View on sec.gov

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 $500K +166K +100% $3.02 331K Dec 31, 2024 Common Stock 166K Direct F1, F2, F3
transaction NTRP Series L Nonvoting Convertible Preferred Stock Award $500K +166K +100% $3.02 331K Feb 24, 2025 Common Stock 166K Direct F1, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

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.