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NextTrip, Inc.

NASDAQ:NTRP
Annual Meeting

of Shareholders

MEETING DATE

10/09/2026
DEF 14A FILED
08/21/2026
PUBLISHED
08/21/2026 7:06 pm
TIME TO PUBLISH
08/23/2026
METHODOLOGY
approve
EXCHANGE NASDAQ:NTRP · CUSIP 826598500 · CLASS our common stock and holders of our Series A Convertible Preferred Stock · CIK 0000788611

RECONCILED · MIXED

Reconciled against the company’s Form 8-K Item 5.07 filed 2026-06-15.

6
FOR
1
AGAINST
0
WITHHOLD
7
BALLOT ITEMS

ITEM-BY-ITEM RECOMMENDATIONS

1
Election of three Class III directors to serve until our 2030 annual meeting of stockholders
board
Elevated
For
Board FOR · Duopoly unknown — No divergence flagged

Board nominated three Class III directors for election.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
2
Ratification of the appointment of Haynie & Company as our independent registered public accounting firm for our fiscal year ending February 28, 2027
auditor
Elevated
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states Haynie provided no professional services requiring Audit Committee consideration of auditor independence.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
3
Approval, in accordance with Nasdaq Listing Rule 5635(d), of the issuance of more than an aggregate of 19.99% of the outstanding shares to Lind Global Fund III LP upon conversion of a Senior Secured Convertible Promissory Note and exercise of warrants
other
Elevated
Against
Board FOR · Duopoly unknown — ⚠ Divergence flagged

Filing states the issuance could cause significant dilution and have an incidental anti-takeover effect.

Divergence: 1 Review status: Approved. Publication ledger and 8-K reconciliation pending.
4
Approval, in accordance with Nasdaq Listing Rule 5635(d), of the issuance of shares of our common stock upon conversion of outstanding shares of our Series A Convertible Preferred Stock and exercise of related warrants, and the exercise of a Pre-Funded Warrant
other
Elevated
For
Board FOR · Duopoly unknown — No divergence flagged

Stockholder approval is required for conversion and exercise under Nasdaq Listing Rule 5635(d).

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
5
Approval, in accordance with Nasdaq Listing Rule 5635(c), of the issuance of shares of our common stock upon conversion of outstanding shares of our Series A Convertible Preferred Stock and exercise of related warrants issued to an insider
other
Elevated
For
Board FOR · Duopoly unknown — No divergence flagged

Stockholder approval is sought because Nasdaq may deem the issuance equity compensation to an insider.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
6
Approval, on a non-binding advisory vote, of the compensation payable to the Company’s named executive officers
compensation
Elevated
For
Board FOR · Duopoly unknown — No divergence flagged

The filing requests an advisory vote on named executive officer compensation disclosed in this proxy statement.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
7
Approval of the adjournment of the Annual Meeting to another place, or a later date or dates, if necessary or appropriate, to solicit additional proxies
other
Elevated
For
Board FOR · Duopoly unknown — No divergence flagged

Adjournment would permit further solicitation of proxies if sufficient votes are not received.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.

Ledger

c6c6eaa41d8914a69835888e753a955d185b3c0791328f2f4c8c0c9a48048d2a

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