NexMetals Mining Corp. 8-K

What Happened
NexMetals Mining Corp. announced that Morgan Lekstrom ceased serving as CEO earlier than previously disclosed and Sean Whiteford assumed the role of Chief Executive Officer effective January 15, 2026. The company entered a Consulting Services Agreement (dated January 15, 2026) with Elkam Consulting Ltd., under which Elkam provides Mr. Whiteford’s services as CEO. NexMetals also issued a January 15, 2026 press release outlining its 2026 strategy and work programs for the Selebi and Selkirk copper-nickel-cobalt–PGE sulphide mines in Botswana.

Key Details

• CEO transition effective date: January 15, 2026 (originally planned Jan 31, 2026).
• Consulting fee: US$25,850 per month payable to Elkam Consulting Ltd.; fee reviewed annually by the Board.
• Performance incentives: target annual performance bonus = 6× monthly fee (US$155,100); target long-term incentive = 15× monthly fee (US$387,750).
• One-time equity: US$365,000 in restricted share units (RSUs) granted on or shortly after Jan 15, 2026; vesting 50% on the 2nd anniversary and 50% on the 3rd anniversary.
• Agreement replaces prior consulting agreement dated Oct 17, 2023 (amended Apr 17, 2025).

Why It Matters
A leadership change and new consulting-based CEO arrangement are material because they affect management continuity and the company’s cost and equity compensation profile. The monthly consulting fee, performance bonus targets, and sizable RSU grant create ongoing cash and equity-related obligations that investors should monitor for potential impact on cash flow and dilution. The simultaneous press release about 2026 programs for Selebi and Selkirk signals active operational plans under the new CEO—important for assessing near-term progress on NexMetals’ key Botswana assets.