SEC Form 6-K filed by Nvni Group Limited

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of February 2026

Commission File Number: 001-41823

Nvni Group Limited

P.O. Box 10008, Willow House, Cricket Square

Grand Cayman, Cayman Islands KY1-1001

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐ 

Resignation of CFO

On February 10, 2026, Nuvini Group Limited (Nasdaq: NVNI) (the “Company”) announced the resignation of Roberto Otero as Chief Financial Officer. The Company’s financial functions will continue to be managed by Pierre Schurmann, Chief Executive Officer, and Gustavo Usero, Chief Operating Officer.

Mr. Otero’s resignation is not due to any disagreement with the Company, or the Company’s management, on any matter relating to the Company’s financial reporting, accounting practices, internal controls, operations, or policies.

A copy of the press release is furnished as Exhibit 99.1 to this report on Form 6-K.

EXHIBIT INDEX

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.