{"url_path":"/sec/cik-0001657045/8-k/2026-07-22/cover-page","section_key":"cover-page","section_title":"Cover Page","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-22","source_url":"https://www.sec.gov/Archives/edgar/data/1657045/0001493152-26-034145-index.html","accession_number":"0001493152-26-034145","cik":"0001657045","ticker":null,"issuer_name":"NEXT-ChemX Corporation.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1657045/0001493152-26-034145-index.html","primary_entity_key":"0001657045","primary_entity_name":"NEXT-ChemX Corporation."},"word_count":797,"has_tables":true,"body_markdown":"false\n0001657045\n\n0001657045\n\n2026-07-17\n2026-07-17\n\niso4217:USD\n\nxbrli:shares\n\niso4217:USD\n\nxbrli:shares\n\n \n\n \n\n \n\n**UNITED\nSTATES**\n\n**SECURITIES\nAND EXCHANGE COMMISSION**\n\n**Washington,\nD.C. 20549**\n\n \n\n**FORM\n8-K**\n\n**CURRENT\nREPORT**\n\n \n\n**Pursuant\nto Section 13 or 15(d) of the Securities Exchange Act of 1934**\n\n \n\nDate\nof Report (Date of earliest event reported): **July 17, 2026**\n\n \n\n \n\n**NEXT-ChemX\nCorporation**\n\n(Exact\nname of registrant as specified in its charter)\n\n \n\n**Nevada**\n \n**000-56379**\n \n**32-0446353**\n\n(State\nor other jurisdiction\n\nof\nincorporation)\n\n \n\n(Commission\n\nFile\nNumber)\n\n \n\n(IRS\nEmployer\n\nIdentification\nNo.)\n\n \n\n9101\nWest Alta Drive, Suite 202\n\nLas\nVegas, NV\n\n \n89145\n\n(Address\nof Principal Executive Offices)\n \n(Zip\nCode)\n\n \n\n(725)\n867-0789\n\nRegistrant’s\ntelephone number, including area code\n\n \n\nCheck\nthe appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under\nany of the following provisions:\n\n \n\n☐\nWritten\ncommunications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)\n\n \n \n\n☐\nSoliciting\nmaterial pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)\n\n \n \n\n☐\nPre-commencement\ncommunications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))\n\n \n \n\n☐\nPre-commencement\ncommunications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))\n\n \n\nTitle\nof each class\n \nTrading\nSymbol(s)\n \nName\nof each exchange on which registered\n\nCOMMON\n \nCHMX\n \nOTC\n\n \n\nIndicate\nby check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405\nof this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).\n\n \n\nEmerging\ngrowth company ☐\n\n \n\nIf\nan emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying\nwith any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐\n\n \n\n \n\n \n\n \n\n \n\n \n\n**CAUTIONARY\nNOTE REGARDING FORWARD-LOOKING STATEMENTS**\n\n \n\nThis\nCurrent Report on Form 8-K or this Report contains forward-looking statements. Any and all statements contained in this Report that are\nnot statements of historical fact may be deemed forward-looking statements. Terms such as “may,” “might,” “would,”\n“should,” “could,” “project,” “estimate,” “pro-forma,” “predict,”\n“potential,” “strategy,” “anticipate,” “attempt,” “develop,” “plan,”\n“help,” “believe,” “continue,” “intend,” “expect,” “future” and\nterms of similar import (including the negative of any of the foregoing) may be intended to identify forward-looking statements. However,\nnot all forward-looking statements may contain one or more of these identifying terms. Forward-looking statements in this Report may\ninclude, without limitation, statements regarding the plans and objectives of management for future operations.\n\n \n\nThe\nforward-looking statements are not meant to predict or guarantee actual results, performance, events or circumstances, including the\nclosing of the Membership Interest Purchase Agreement disclosed below, and may not be realized because they are based upon our current\nprojections, plans, objectives, beliefs, expectations, estimates and assumptions and are subject to a number of risks and uncertainties\nand other influences, many of which we have no control over. Actual results and the timing of certain events and circumstances may differ\nmaterially from those described by the forward-looking statements as a result of these risks and uncertainties.\n\n \n\nReaders\nare cautioned not to place undue reliance on forward-looking statements because of the risks and uncertainties related to them We disclaim\nany obligation to update the forward-looking statements contained in this Report to reflect any new information or future events or circumstances\nor otherwise, except as required by law.\n\n** **\n\n****\n\n \n\n \n\n** **\n\n**Item** **1.01**\n**Entry Into Material\nDefinitive Agreement**\n\n \n\nOn\nJun 22, 2026, the Company entered into Subscription Agreements with the company’s two main accredited investors. The investors\npurchased a total of 80,000 newly authorized Series “B” Preferred Shares through the cancellation of secured debt.\n\n \n\nThe\nCompany was in default and will again shortly be in default with respect to ten (10) “Series F” convertible notes with a\ntotal principal value of $840,000 (the “Principal Amount Owed in the Series F Notes”). The Company is also in default with\nrespect to seven Promissory Notes with a total principal remaining balance of $770,000 (the “Principal Amount Owed on the Seven\nInvestor Notes”).\n\n \n\nThe\ntwo accredited investors entered into Subscription Agreements to purchase the new Series “B” Preferred Shares authorized\nby the Company’s Board of Directors on or about July 19, 2026. This resulted in a decrease of $200,000 of debt owed to Ann Mollicone\n(“Mollicone”) and a decrease of $200,000 of debt owed to Arastou Mahjoory (“Mahjoory”), for a total reduction\nin corporate debt on the balance sheet of $400,000.\n\n \n\nThe\ninvestors also agreed to and did amend debt and interest payments memorialized in the Series “B” Preferred Convertible Promissory\nNotes (the “Convertible Notes”), most of which were in default. Others have their maturity date arriving within the next\nfew months. All these Convertible Notes, which were in default and were soon to be in default in accordance with their original due dates,\nwere extended by the Note Holders up to and including December 31, 2026."}