Proxy Results (Form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders.

On December 17, 2025, FG Nexus Inc. (the "Company") attempted to hold the annual meeting of its stockholders (the "Annual Meeting") pursuant to the proxy statement, dated October 31, 2025 (the "Proxy Statement"). The Annual Meeting was not called to order due to the failure of a quorum of stockholders to be present at the Annual Meeting. The Chairman of the Annual Meeting adjourned the Annual Meeting to 10:00 a.m. Eastern Time on Monday, December 19, 2025 (the "Adjourned Meeting"). On December 19, 2025, the Company attempted to hold the Adjourned Meeting pursuant to the Proxy Statement, however the Adjourned Meeting was not called to order due to the failure of a quorum of stockholders to be present at the Adjourned Meeting. The Chairman of the Adjourned Meeting adjourned the Annual Meeting to 11:00 a.m. Eastern Time on Tuesday, December 30, 2025 (the "2^nd Adjourned Meeting").

On December 30, 2025, the Company held the 2nd Adjourned Meeting. On October 22, 2025, the record date for the Annual Meeting, there were 42,215,225 shares of common stock of the Company entitled to be voted at the Annual Meeting, among which 21,670,231 shares of common stock of the Company or 51.33% were represented in person or by proxy at the Annual Meeting. Accordingly, a quorum was present and the Annual Meeting was called to order. Below are the results of the Annual Meeting.

To elect to the Board of Directors the nine director nominees identified in the accompanying Proxy Statement, each to serve for a term as described in the Proxy Statement.

Approval of the Election of Directors required the affirmative vote of at least a plurality of the Company's outstanding common shares. The director nominees received the following votes:

D. Kyle Cerminara

Richard E. Govignon, Jr.

Rita Hayes