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

Date of Report (Date of earliest event reported): July 31, 2025

NEXMETALS MINING CORP.

(Exact name of registrant as specified in its charter)

Ontario, Canada

(State or other jurisdiction of incorporation)

001-42750		N/A
(Commission File Number)		(IRS Employer Identification No.)

Suite 3400, One First Canadian Place P.O. Box 130 Toronto, Ontario, Canada		M5X 1A4
(Address of principal executive offices)		(Zip Code)

(604) 770-4334

(Registrant’s telephone number, including area code)

N/A

(Former name 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 communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
N/A		N/A		N/A

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. ☐

Item 5.02 Departure of Directors or Certain Offices; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 31, 2025, NexMetals Mining Corp. (the “Company”) entered into an agreement (the “Agreement”) with Peter Rawlins, its former Senior Vice President and Chief Financial Officer, providing for certain payments in respect of his previously announced resignation from the Company.

Pursuant to the terns of the Agreement, the Company will pay a total of $717,500 to Mr. Rawlins in equal installments of $59,791.67 each over a period of 12 months beginning August 31, 2025. The Company will also pay Mr. Rawlins $11,111 in respect of accrued but unused vacation for 2025, payable on August 31, 2025. Finally, under the Agreement, Mr. Rawlins has provided a general release and indemnity in favor of the Company.

Also on July 31, 2025, the Company entered into a consulting agreement with Mr. Rawlins pursuant to which Mr. Rawlins will provide advisory services as agreed between the Company and Mr. Rawlins from time to time over a five-year term at a rate of Cdn$500 per hour.

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.
	(Registrant)

	By:	/s/ Morgan Lekstrom
		Morgan Lekstrom
		Chief Executive Officer

Date: August 6, 2025

NexMetals Mining Corp. filed SEC Form 8-K: Leadership Update