Form 8-K

8-K — NextTrip, Inc.

Accession: 0001493152-26-036264

Filed: 2026-08-06

Period: 2026-08-06

CIK: 0000788611

SIC: 4700 (TRANSPORTATION SERVICES)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

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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): August 6, 2026

NextTrip,

Inc.

(Exact

name of Registrant as Specified in Its Charter)

Nevada

001-38015

27-1865814

(State

or Other Jurisdiction

Incorporation)

(Commission

File

Number)

(IRS

Employer

Identification

No.)

1500

Sawgrass Corporate Parkway, Suite 400

Sunrise, Florida

33323

(Address

of Principal Executive Offices)

(Zip

Code)

Registrant’s

Telephone Number, Including Area Code: (505) 438-2576

(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:

☐

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

Common

Stock, par value $0.001 per share

NTRP

The

Nasdaq Stock Market LLC

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 ☐

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

7.01 Regulation FD Disclosure.

August 6, 2026, NextTrip, Inc. (the “Company”) issued the attached press release announcing the continued expansion of its

global JOURNY TV platform, including increased audience reach, expanded international distribution, integration of GoUSA TV assets, progress

under the KC Global Media joint venture, and the resulting expansion of the Company’s advertising inventory and commercial media

platform. A copy of the Press Release is attached hereto as Exhibit 99.1 and incorporated by reference.

The

information in this Report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for

the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject

to the liabilities of that Section, nor shall it be deemed subject to the requirements of Item 10 of Regulation S-K, nor shall it be

deemed incorporated by reference into any filing of the Company under the Securities Act or the Exchange Act, whether made before or

after the date hereof, regardless of any general incorporation language in such filing. The furnishing of this information hereby shall

not be deemed an admission as to the materiality of any such information.

Forward-Looking

Statements

This

Report, including Exhibit 99.1 attached hereto, contains certain forward-looking statements that involve substantial risks and uncertainties.

When used herein, the terms “anticipates,” “expects,” “estimates,” “believes,” “will”

and similar expressions, as they relate to the Company or its management, are intended to identify such forward-looking statements.

Forward-looking

statements in this Report, including Exhibit 99.1 attached hereto, or hereafter, including in other publicly available documents filed

with the Securities and Exchange Commission (the “Commission”), reports to the stockholders of the Company and other publicly

available statements issued or released by the Company, involve known and unknown risks, uncertainties and other factors which could

cause the Company’s actual results, performance (financial or operating) or achievements to differ from the future results, performance

(financial or operating) or achievements expressed or implied by such forward-looking statements. Such future results are based upon

management’s best estimates based upon current conditions and the most recent results of operations. These risks include, but are

not limited to, the risks set forth herein and in such other documents filed with the Commission, each of which could adversely affect

the Company’s business and the accuracy of the forward-looking statements contained herein. The Company’s actual results,

performance or achievements may differ materially from those expressed or implied by such forward-looking statements.

Item

9.01. Financial Statements and Exhibits.

(d)

Exhibits. The following exhibits are filed herewith.

Exhibit

Number

Description

99.1

Press Release, dated August 6, 2026

104

Cover

Page Interactive Data File (embedded within the inline XBRL Document)

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.

NEXTTRIP,

INC.

Date:

August 6, 2026

By:

/s/

William Kerby

Name:

William

Kerby

Title:

Chief

Executive Officer

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit 99.1

NextTrip

Advances Global Expansion of JOURNY TV Through GoUSA TV Integration and KC Global Media Partnership

Unified

JOURNY TV Platform Targets 250M+ Viewers Across 80 Countries Through Expanded Content,

Distribution and International Deployments

Growing

Global Footprint Drives Available Advertising Inventory Across NextTrip Media Assets from Approximately 1 Million Toward a Targeted 50

Million Monthly Impressions

Sunrise,

FL – August 6, 2026 – NextTrip, Inc. (NASDAQ: NTRP) (“NextTrip,” the “Company,” “we,”

“our,” or “us”), a technology-forward travel and media company defining the intersection of travel, media and

the creator economy, today announced the ongoing global rollout of JOURNY TV, including the integration of its recently

acquired GoUSA TV content and international distribution across Europe and Latin America, with planned regional expansion of the JOURNY

brand through its joint venture with KC Global Media across Asia-Pacific, the Middle East, and Africa.

Together

with JOURNY’s existing North America distribution, these initiatives are designed to establish a unified global travel inspiration

and streaming media platform targeting an estimated audience of more than 250 million viewers across 80 countries and more than a

dozen major streaming platforms and connected applications.

The

expanding footprint is also substantially increasing NextTrip’s potential advertising capacity. From approximately 1 million

available monthly advertising impressions during the earlier development of the Company’s media business, NextTrip expects

available advertising inventory across its media assets to scale toward a targeted 50 million monthly impressions, creating greater

capacity for advertising, sponsorships, branded content and destination-marketing programs.

Management

believes the combination of expanded audience reach, and advertising inventory strengthens JOURNY’s role within NextTrip’s

broader strategy to connect video-led travel inspiration with media monetization and travel commerce.

Building

a Global Travel Media Platform

NextTrip’s

JOURNY expansion strategy combines owned media assets with strategic international partnerships to increase audience reach, content and

commercial opportunities.

The

integration of select GoUSA TV assets brings established U.S. destination programming and international distribution relationships into

JOURNY while consolidating the businesses onto a common technology and operating infrastructure. The Company expects the consolidation

to reduce technology and operating costs, improve efficiency and accelerate content distribution and monetization.

Under

the partnership, KC Global Media is launching a regional television and digital channel under the JOURNY brand, powered by NextTrip’s

expanding library of premium travel programming. KC Global Media is funding the launch and operating costs of the regional channel, with

the companies sharing revenue generated through the joint venture.

Founded

by former Sony executives Andy Kaplan and George Chien, KC Global Media operates one of Asia’s leading independent

media companies, reaching approximately 94 million Pay TV subscribers and FAST/OTT audiences across 19 Asian markets. Mr.

Kaplan also serves on NextTrip’s Board of Directors, further aligning the strategic interests of both organizations as they expand

the JOURNY brand throughout Asia-Pacific. The technology platform supporting the joint venture has been substantially completed, and

the initiative is now progressing through its regional distribution, platform integration, and marketing rollout.

Together,

the GoUSA TV integration, KC Global Media partnership and JOURNY’s existing FAST, OTT, connected-TV, mobile and digital distribution

are intended to expand the brand’s global audience while creating a broader commercial platform for advertisers, sponsors and destination

partners.

Video

Is Increasingly Driving Travel Discovery

NextTrip

believes JOURNY is positioned to benefit from a fundamental change in consumer travel behavior: increasingly, the travel journey begins

with something consumers watch, rather than something they search.

Industry

research supports this shift. A 2025 WebProNews report citing industry data reported that video influences approximately 70% of

traveler decisions and that businesses utilizing video have experienced up to 49% faster revenue growth.

Forbes

reports that 81% of Gen Z and Millennial travelers plan getaways based on what they have seen on screen, while 53% of travelers

said their desire to take a “set-jetting” trip had increased during the prior year. Expedia estimates that screen-inspired

travel could represent a potential $8 billion industry in the United States alone.

“Travel

entertainment has become one of the most powerful drivers of travel discovery,” said Casey D’Ambra, President of Media

at NextTrip. “Every program on JOURNY TV is designed to inspire viewers to explore the world, attracting an audience with

a genuine passion for travel. That creates exceptional value for destinations and travel brands, which can connect with highly engaged

travel intenders in an environment where travel isn’t just the advertising, it’s the reason people are watching.”

Expanding

Advertising Inventory and Monetization

JOURNY’s distribution footprint expands, NextTrip expects available advertising inventory across its media assets to scale from

approximately 1 million toward a targeted 50 million monthly impressions.

The

increased inventory provides greater capacity for advertising, sponsorships, branded content and destination-marketing programs

targeting consumers while they are actively engaging with travel and destination programming.

NextTrip’s

target commercial partners include tourism boards, hotels and resorts, cruise lines, tour operators, OTAs and consumer brands seeking

to reach travelers within a highly contextual media environment.

“The

combination of expanding distribution and growing advertising inventory materially changes what we can offer our commercial partners,”

D’Ambra continued. “The opportunity isn’t simply the number of impressions; it is the context in which they

occur. We can connect brands with an engaged audience of travel intenders while they are actively watching destinations and experiences

that may influence where they travel next.”

D’Ambra

added, “The KC Global Media partnership is an important part of that strategy, providing JOURNY with a pathway to expand across

Asia-Pacific, the Middle East, and African markets through an experienced regional media operator. Combined with our existing distribution

and the GoUSA TV integration, we believe we are creating a broader global platform for audience development and advertising monetization.”

From

Inspiration to Travel Commerce

The

travel industry is increasingly recognizing the commercial opportunity created by screen-inspired travel. Expedia Group Advertising recommends

that travel marketers use visual storytelling and targeted advertising to help convert screen-inspired interest into destination demand

and bookings.

Management

believes this trend reinforces JOURNY’s positioning at the intersection of travel inspiration, media and commerce.

JOURNY

represents the media and inspiration layer of NextTrip’s broader content-to-commerce strategy, while the Company’s travel

ecosystem provides luxury, cruise, group and experiential travel capabilities.

The

strategy follows a simple consumer progression:

WATCH

→ DISCOVER → BOOK → TRAVEL

Rather

than operating media and travel solely as separate businesses, NextTrip is building an ecosystem designed to create revenue opportunities

across both sides of the consumer journey, through advertising, sponsorships and branded content on the media side and travel

bookings and related transactions on the commerce side.

“The

global expansion of JOURNY is about more than audience size,” D’Ambra concluded. “We are building a travel media

platform where destinations and brands can inspire consumers across multiple markets and where that inspiration can increasingly connect

with travel commerce. We believe JOURNY, the GoUSA TV integration and our KC Global Media partnership significantly strengthen our ability

to execute that strategy globally.”

About

NextTrip

NextTrip,

Inc. (NASDAQ: NTRP) is a technology-forward travel and media company defining the intersection of media, travel, and the creator economy.

Through its owned media platforms, including JOURNY TV and TravelMagazine.com, its recently acquired controlling interest

in YADA Commerce Inc., a licensed TikTok Partner Agency specializing in creator recruitment, audience development, affiliate commerce,

livestream commerce, and creator monetization, and NextTrip’s proprietary travel technology stack, NextTrip delivers an integrated

content-to-commerce ecosystem that connects travel discovery directly to transaction and fulfillment.

The

Company operates a portfolio of travel brands and platforms, including Five Star Alliance, a global luxury hotel and resort booking

platform; NXT2.0, its proprietary booking and payments engine; and NextTrip

Groups (formally TA Pipeline), a purpose-built group travel and meetings booking platform serving

travel advisors, suppliers, and destination partners. Together, these assets enable frictionless booking across luxury FIT (Flexible

Independent Travel), group travel, destination weddings, conferences, live events, and concierge-managed experiences, supported by flexible

payment options such as PayDlay.

combining premium video storytelling, creator-led social commerce, and integrated booking technology, NextTrip enables consumers to move

seamlessly from inspiration to booking, while providing creators, destinations, brands, and travel partners with measurable audience

engagement, demand generation, and conversion opportunities.

For

more information, visit www.nexttrip.com and investors.nexttrip.com.

Forward-Looking

Statement Disclaimer

This

announcement contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, and Section

21E of the Securities Exchange Act of 1934. For example, statements regarding the Company’s financial position, business strategy

and other plans and objectives for future operations, and assumptions and predictions about future activities are all forward-looking

statements. These statements are generally accompanied by words such as “intend,” anticipate,” “believe,”

“estimate,” “potential(ly),” “continue,” “forecast,” “predict,” “plan,”

“may,” “will,” “could,” “would,” “should,” “expect” or the negative

of such terms or other comparable terminology.

The

Company believes that the assumptions and expectations reflected in such forward-looking statements are reasonable, based on information

available to it on the date hereof, but the Company cannot provide assurances that these assumptions and expectations will prove to have

been correct or that the Company will take any action that the Company may presently be planning. However, these forward-looking statements

are inherently subject to known and unknown risks and uncertainties. Actual results or experience may differ materially from those expected

or anticipated in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited

to, regulatory policies, available cash resources, competition from other similar businesses, and market and general economic factors.

Readers

are urged to read the risk factors set forth in the Company’s filings with the United States Securities and Exchange Commission

at www.sec.gov. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether

as a result of new information, future events or otherwise, except as required by law.

Contacts

NextTrip,

Inc

Richard

Marshall

Director

of Corporate Development

Richard.Marshall@nextTrip.com

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