What changed in this filing

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Item 5. Other Information

2025-08-14 compared with 2025-05-21 · 26 added, 44 removed, 27 unchanged (72% of the section changed)

8 unchanged sentences

408(c) of Regulation S-K.

of Amendment to Amended and Restated Certificate of Incorporation, filed with the Secretary of State of the State of Delaware as

of February 13, 2025 (incorporated by reference to Exhibit 3.1 to the registrant’s Current Report on Form 8-K filed on February

of Representative’s Warrants (incorporated by reference to Exhibit 4.1 to the registrant’s Current Report on Form 8-K

filed on February 18, 2025).

Note, dated as of December 26, 2024, by and between the registrant and Gad International Ltd.

(incorporated by reference to Exhibit

10.1 to the registrant’s Current Report on Form 8-K filed on January 2, 2025).

Note, dated as of December 30, 2024, by and between EzFill Holdings, Inc.

and NextNRG Holding Corp.

(incorporated by reference to

Exhibit 10.2 to the registrant’s Current Report on Form 8-K filed on January 2, 2025).

and Sale Agreement, License for Entry, and Bill of Sale, dated as of December 27, 2024, by and between Shell Retail and Convenience

Operations LLC d/b/a Shell TapUp and d/b/a/ Instafuel and EzFill Holdings, Inc.

(incorporated by reference to Exhibit 10.1 to the

registrant’s Current Report on Form 8-K filed on January 3, 2025).

Note, dated as of January 15, 2025, by and between EzFill Holdings, Inc.

and Alcourt LLC (incorporated by reference to Exhibit 10.1

to the registrant’s Current Report on Form 8-K filed on January 21, 2025).

to Promissory Note, dated as of January 15, 2025, by and between EzFill Holdings, Inc.

and Gad International Ltd.

(incorporated by

reference to Exhibit 10.2 to the registrant’s Current Report on Form 8-K filed on January 21, 2025).

Agreement dated as of March 25, 2025 by and between the registrant and Michael D.

Farkas (incorporated by reference to Exhibit 10.1

to the registrant’s Current Report on Form 8-K filed on March 28, 2025).

of Future Receipts Agreement, dated March 24, 2025, by and between the registrant and Redstone Advance Inc.

Receivables Sale and Purchase Agreement, dated March 25, 2025, by and between the registrant and Funderzgroup LLC DBA Mr.

Standard Merchant Cash Advance Agreement, dated as of March 31, 2025 between the registrant and Wynwood Capital Group LLC.

Note issued on March 31, 2025 by the registrant in favor of Alcourt LLC.

1 to the 2023 Equity Incentive Plan (incorporated by reference to Exhibit 99.2 to the registrant’s Registration Statement

on Form S-8 (File No.

333-286418) filed on April 7, 2025).

2 to the 2023 Equity Incentive Plan (incorporated by reference to Exhibit 99.3 to the registrant’s Registration Statement

on Form S-8 (File No.

333-286418) filed on April 7, 2025).

3 to the 2023 Equity Incentive Plan (incorporated by reference to Exhibit 99.4 to the registrant’s Registration Statement

on Form S-8 (File No.

333-286418) filed on April 7, 2025).

Promissory Note, dated May 19, 2025 by and between NextNRG, Inc.

4 unchanged sentences

Farkas (incorporated by reference to Exhibit 10.2 to the registrant’s Current Report on Form 8-K filed on May 23, 2025).

13a-14(a) Certification of Principal Executive Officer.

13a-14(a) Certification of Principal Financial Officer.

Certification

Pursuant to 18 U.S.C.

Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Principal Executive

Officer and Principal Financial Officer.

Amendment to Promissory Note, dated May 21, 2025 by and between NextNRG, Inc.

and Alcourt LLC (incorporated by reference to Exhibit 10.3 to the registrant’s Current Report on Form 8-K filed on May 23, 2025).

Promissory Note, dated June 10, 2025, issued by the registrant in favor of Michael D.

Farkas (incorporated by reference to Exhibit 10.1 the registrant’s Current Report on Form 8-K filed on June 13, 2025).

Master Lease Agreement, entered into on June 9, 2025 and dated as of May 29, 2025, between the registrant and Equify Financial, LLC.

Equipment Lease Schedule No.

001 under the Master Lease, entered into on June 9, 2025, between the registrant and Equify Financial, LLC.

Stock Purchase Agreement (incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed on June 20, 2025).

Form of Loan Agreement (incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed on June 30, 2025).

Form of Loan Agreement (incorporated by reference to Exhibit 10.2 to the registrant’s Current Report on Form 8-K filed on June 30, 2025).

Form of Addendum to the Loan Agreement (incorporated by reference to Exhibit 10.3 to the registrant’s Current Report on Form 8-K filed on June 30, 2025).

Form of Pledge Agreement (incorporated by reference to Exhibit 10.4 to the registrant’s Current Report on Form 8-K filed on June 30, 2025).

Form of Escrow Agreement (incorporated by reference to Exhibit 10.5 to the registrant’s Current Report on Form 8-K filed on June 30, 2025).

Amendment to Promissory Note, entered into on June 25, 2025 and dated as of June 23, 2025, by and between the registrant and Alcourt LLC (incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed on July 1, 2025).

ATM Sales Agreement, by and among the Company and ThinkEquity LLC, H.C.

Wainwright & Co., LLC and Roth Capital Partners, LLC, dated July 3, 2025 (incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed on July 3, 2025).

Stock Purchase Agreement dated as of July 11, 2025 between NextNRG, Inc.

and Lender (incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed on July 17, 2025).

Promissory Note dated July 15, 2025 between NextNRG, Inc.

and Lender (incorporated by reference to Exhibit 10.2 to the registrant’s Current Report on Form 8-K filed on July 17, 2025).

Rule 13a-14(a) Certification of Principal Executive Officer.

Rule 13a-14(a) Certification of Principal Financial Officer.

Certification Pursuant to 18 U.S.C.

Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Principal Executive Officer and Principal Financial Officer.

XBRL Instance Document

8 unchanged sentences

undersigned, thereto duly authorized.

August 14, 2025

Executive Officer (principal executive officer)

August 14, 2025

Financial Officer (principal financial officer and principal accounting officer)

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 5. Other Information