NextTrip, Inc. — Director's Dealing 2025

Mar 29, 2025

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: NextTrip, Inc. (NTRP)
CIK: 0000788611
Period of Report: 2025-02-28

Reporting Person: KERBY WILLIAM (Chief Executive Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-12-31	Series L Nonvoting Convertible Preferred Stock	$	A	165562	Acquired		Common Stock (165562)	Direct
2025-02-24	Series L Nonvoting Convertible Preferred Stock	$	A	165562	Acquired		Common Stock (165562)	Direct

Footnotes

F1: Shares of Series L Nonvoting Convertible Preferred Stock ("Series L Preferred") shall not be convertible into shares of common stock unless and until stockholder approval of the conversion of the Series L Preferred into common stock ("Stockholder Approval") is obtained. Following receipt of Stockholder Approval, each share of Series L Preferred will automatically convert into one share of common stock, subject to certain limitations.

F2: On December 31, 2024, the Issuer and the Reporting Person entered into a debt conversion agreement, pursuant to which $0.5 million in existing promissory notes owed to the Reporting Person for monies advanced to the Issuer were converted into 165,562 shares of Series L Preferred at a price of $3.02 per share. The debt conversion agreement and the conversion of the promissory notes into shares of Series L Preferred were approved in advance by the Issuer's board of directors.

F3: The shares of Series L Preferred do not expire.

F4: On February 24, 2025, the Issuer and the Reporting Person entered into a debt conversion agreement, pursuant to which $0.5 million in deferred salary owed to the Reporting Person was converted into 165,562 shares of Series L Preferred at a price of $3.02 per share. The debt conversion agreement and the conversion of the deferred salary into shares of Series L Preferred were approved in advance by the Issuer's board of directors.