false
0001576873
0001576873
2026-06-02
2026-06-02
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported): June 2, 2026
| AMERICAN
BATTERY TECHNOLOGY COMPANY |
| (Exact
name of registrant as specified in its charter) |
| Nevada
|
|
001-41811
|
|
33-1227980 |
| (State
or other jurisdiction of |
|
(Commission |
|
(IRS
Employer |
| incorporation
or organization) |
|
File
No.) |
|
Identification
Number) |
100
Washington Street, Suite 100
Reno,
NV |
|
89503
|
| (Address
of principal executive offices) |
|
(Zip
Code) |
(775)
473-4744
(Registrant’s
telephone number including area code)
N/A
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instruction A.2. below):
| ☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of Each Class |
|
Trading
Symbol(s) |
|
Name
of Each Exchange on Which Registered |
| Common
Stock, $0.001 par value |
|
ABAT |
|
The
Nasdaq Stock Market LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
1.01 Entry into a Material Definitive Agreement.
On
June 2, 2026, American Battery Technology Company (the “Company”) and the United States Department of Energy (the “DOE”),
through its Manufacturing Energy Supply Chain (“MESC”) office, entered into a new agreement to modify (the “Modification
Agreement”) the previous Assistance Agreement award number DE-MS0000010 (the “Grant”), for a $115,489,662 project for
the design, construction, commissioning, and operation of a commercial scale facility for the manufacturing of battery cathode grade
lithium hydroxide. Under the Grant, the DOE’s share is $57,744,831 and the Company’s cost share is $57,744,831.
The
Grant was initially effective as of September 1, 2023, but, as previously announced, on October 9, 2025, the DOE notified the Company
that the Grant was terminated, effective as of the end of the budget period ending August 31, 2025. On October 10, 2025, the Company
submitted an appeal of the termination. After engaging in months of dispute resolution efforts, the DOE has completed its review of the
technical and commercial merits of this project and has decided to rescind the termination of the award and reinstate the Grant, through
the Modification Agreement that was issued on June 2, 2026 retroactively effective to September 1, 2025.
In
order to realign the project and Grant timelines, the Modification Agreement modified the project and budget periods as follows: Project
Period: modified to be 09/01/2023 to 12/31/2029; Budget Period 1: remained the same as 09/01/2023 to 08/31/2024; Budget Period 2: modified
to 09/01/2024 to 12/31/2026; Budget Period 3: modified to 01/01/2027 to 12/31/2027; Budget Period 4: modified to 01/01/2028 to 12/31/2028;
and Budget Period 5: modified to 01/01/2029 to 12/31/2029. The Modification Agreement also amended the Grant to, among other things,
apply new standard and special terms and conditions, in conformity with 2 CFR §200.211(c) and 2 CFR §200.211(d).
The
foregoing description of the Modification Agreement to the Grant is qualified in its entirety by such agreement, a copy of which will
be filed as an exhibit to the Company’s Annual Report on Form 10-K for the fiscal year ending June 30, 2026.
Item 7.01
Regulation FD Disclosure.
On
June 8, 2026, the Company issued a press release announcing that the DOE reinstated the Grant and extended the project and budget periods,
which press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Item 7.01 (including
Exhibit 99.1) shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated
by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth
by specific reference in such a filing.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits
| Exhibit
No. |
|
Description |
| |
|
|
| 99.1 |
|
Press
Release, dated June 8, 2026. |
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
| |
AMERICAN
BATTERY TECHNOLOGY COMPANY |
| |
|
|
| Date:
June 8, 2026 |
By: |
/s/
Ryan Melsert |
| |
|
Ryan
Melsert |
| |
|
Chief
Executive Officer |
Exhibit
99.1

American
Battery Technology Company Wins Appeal and has US Department of Energy Grant Reinstated for $115 million Project for Commercial Scale
Critical Mineral Lithium Refinery
| |
● |
Reinstatement
advances the company’s Tonopah Flats Lithium Project – one of the largest identified critical mineral lithium resources
in the United States – strengthening domestic battery metals supply chains and national energy security |
| |
● |
Advances
ABTC’s leadership in domestic battery materials while scaling a secure, U.S.-based critical minerals supply chain |
Reno,
Nev., June 8, 2026 — American Battery Technology Company (NASDAQ: ABAT), an integrated critical mineral manufacturing
company that is commercializing its internally-developed technologies for both primary critical minerals manufacturing and secondary
critical mineral recycling, announced it has won its appeal with the U.S. Department of Energy (DOE) for the reinstatement of its competitive
grant award to support the $115 million project for the construction of the first phase of its commercial scale critical mineral lithium
refinery as part of its Tonopah Flats Lithium Project (TFLP).
The
grant has been reinstated in its entirety, with no change to funds awarded, to technical and commercial milestones, and with an updated
contracted project schedule to adjust for the time spent within the review process.
“We
are proud of our long-standing partnership with the U.S. Department of Energy, and are grateful that after rigorous due diligence it
has concluded that this critical mineral lithium refinery project has achieved all of its contracted technical and commercial milestones
to date, and that continued federal support of this project is warranted,” stated American Battery Technology Company CEO Ryan
Melsert. “Of the hundreds of DOE grants terminated last Fall very few have been able to successfully appeal the decisions and have
their contracts reinstated, and I am very proud of our team for relentlessly demonstrating the performance of these internally-developed
critical mineral technologies and how it is crucial to implement and scale these commercial facilities to support the national security
of the United States and enable its energy dominance.”
In
October of 2022, American Battery Technology Company (ABTC) was initially selected for this highly competitive, five-year DOE grant to
support the construction of the first phase of its TFLP commercial scale refinery with an initial capacity of 5,000 tonnes of battery-grade
lithium hydroxide per year. ABTC successfully completed the first two years of the contracted grant, and additionally, in June 2025,
the TFLP was selected by the White House’s National Energy Dominance Council (NEDC) and the FAST-41 Permitting Council as a critical
mineral Priority Project for streamlined and fast-tracked federal permitting. On October 9, 2025, however, ABTC was notified that this
grant, along with hundreds of other DOE grants, was being terminated.
ABTC
submitted an appeal of the termination on October 10, 2025, and entered into the Informal Dispute Resolution (IDR) process with the DOE.
Over the following months, ABTC and the DOE entered into a series of technical and commercial reviews of the performance of the project,
culminating in a final IDR review meeting in December 2025. After conclusion of the IDR meeting, ABTC received notice from the DOE that
“after a thorough review of all materials submitted, including your reconsideration request, the Department has concluded that
recission of the termination notice and continuation of the project is warranted.”
ABTC’s
Tonopah Flats Lithium Project has been supported by a multi-phase federal effort to advance the development of first-of-kind critical
mineral technologies. Initial bench-scale development and construction of an integrated demonstration facility were supported by a DOE
grant awarded during the first Trump Administration through the Advanced Materials and Manufacturing Technologies Office (AMMTO). Following
successful operations of these technologies at the integrated demonstration scale, the project was subsequently awarded this DOE grant
during the Biden Administration through the Manufacturing Energy Supply Chain (MESC) office. Now, after rigorous review, this project
is receiving reinstatement and recontracting under the second Trump Administration, underscoring continued federal support across Administrations
for this domestic critical mineral manufacturing project.
“At
the conclusion of our demonstration facility project with the DOE’s Advanced Materials and Manufacturing Technologies Office team,
we were very proud of achieving all of the contracted technical and performance milestones, and were able to present these achievements
at several DOE supported events,” shared Melsert. “At the conclusion of our Informal Dispute Resolution review meeting, we
told the DOE Manufacturing Energy Supply Chain team that we hope to make them as proud of our commercial scale refinery as they were
of our demonstration scale facility.”
Continued
Melsert, “We consider the U.S. Department of Energy one of our closest long-term partners and look forward to continuing to work
with them throughout multiple Administrations to continue to drive domestic critical mineral projects.”
A
detailed description of the TFLP technical and commercial performance was published as a PreFeasibility Study (PFS) in October
2025, demonstrating a project lifetime after-tax NPV@8% of $2.57 billion, an internal rate of return of 21.8%, and a highly competitive
cost of production of $4,307 per tonne of lithium hydroxide monohydrate.
Read
the full ABTC Tonopah Flats Lithium Project Pre-Feasibility Study, here: https://americanbatterytechnology.com/wp-content/uploads/ABTC_Pre-FeasibilityStudy_2025.pdf.
About
American Battery Technology Company
American
Battery Technology Company (ABTC), headquartered in Reno, Nevada, has pioneered first-of-kind technologies to unlock domestically manufactured
and recycled battery metals critically needed to help meet the significant demand from the electric vehicle, stationary storage, and
consumer electronics industries. Committed to a circular supply chain for battery metals, ABTC works to continually innovate and master
new battery metals technologies that power a global transition to electrification and the future of sustainable energy.
Inferred
Resource
Inferred
Mineral Resource is that part of a mineral resource for which quantity and grade or quality are estimated on the basis of limited geological
evidence and sampling. The level of geological uncertainty associated with an Inferred Mineral Resource is too high to apply relevant
technical and economic factors likely to influence the prospects of economic extraction in a manner useful for evaluation of economic
viability. Because an Inferred Mineral Resource has the lowest level of geological confidence of all mineral resources, which prevents
the application of the modifying factors in a manner useful for evaluation of economic viability, an Inferred Mineral Resource may not
be considered when assessing the economic viability of a mining project, and may not be converted to a mineral reserve.
Indicated
Resource
Indicated
Mineral Resource is that part of a mineral resource for which quantity and grade or quality are estimated on the basis of adequate geological
evidence and sampling. The level of geological certainty associated with an Indicated Mineral Resource is sufficient to allow a qualified
person to apply modifying factors in sufficient detail to support mine planning and evaluation of the economic viability of the deposit.
Because an Indicated Mineral Resource has a lower level of confidence than the level of confidence of a Measured Mineral Resource, an
Indicated Mineral Resource may only be converted to a Probable Mineral Reserve.
Measured
Resource
Measured
Mineral Resource is that part of a mineral resource for which quantity and grade or quality are estimated on the basis of conclusive
geological evidence and sampling. The level of geological certainty associated with a Measured Mineral Resource is sufficient to allow
a qualified person to apply modifying factors, as defined in this section, in sufficient detail to support detailed mine planning and
final evaluation of the economic viability of the deposit. Because a Measured Mineral Resource has a higher level of confidence than
the level of confidence of either an Indicated Mineral Resource or an Inferred Mineral Resource, a Measured Mineral Resource may be converted
to a Proven Mineral Reserve or to a Probable Mineral Reserve.
Mineral
Reserve
Mineral
Reserve is an estimate of tonnage and grade or quality of indicated and measured mineral resources that, in the opinion of the qualified
person, can be the basis of an economically viable project. More specifically, it is the economically mineable part of a measured or
indicated mineral resource, which includes diluting materials and allowances for losses that may occur when the material is mined or
extracted.
Probable
Mineral Reserve
Probable
Mineral Reserve is the economically mineable part of an indicated and, in some cases, a measured mineral resource.
Proven
Mineral Reserve
Proven
Mineral Reserve is the economically mineable part of a measured mineral resource and can only result from conversion of a measured mineral
resource.
Initial
Assessment
An
Initial Assessment is a preliminary technical and economic study of the economic potential of all or parts of mineralization to support
the disclosure of mineral resources. The Initial Assessment must be prepared by a qualified person and must include appropriate assessments
of reasonably assumed technical and economic factors, together with any other relevant operational factors, that are necessary to demonstrate
at the time of reporting that there are reasonable prospects for economic extraction. An Initial Assessment is required for disclosure
of mineral resources but cannot be used as the basis for disclosure of mineral reserves. An Initial Assessment is preliminary in nature
and includes Inferred Mineral Resources that are considered too speculative geologically to have the economic considerations applied
that would enable them to be classified as mineral reserves. There is no certainty that the economic results of an initial assessment
will be realized. The mineral resource estimates presented in the ABTC Tonopah Flats Initial Assessment were performed by third-party,
qualified person RESPEC, LLC and were classified by geological and quantitative confidence in accordance with the Securities and Exchange
Commission (SEC) Regulation S-K 1300.
Pre-Feasibility
Study
A
Preliminary Feasibility Study (or Pre-Feasibility Study) is a comprehensive study of a range of options for the technical and economic
viability of a mineral project that has advanced to a stage where a qualified person has determined (in the case of underground mining)
a preferred mining method, or (in the case of surface mining) a pit configuration, and in all cases has determined an effective method
of mineral processing and an effective plan to sell the product. A Pre-Feasibility Study includes a financial analysis based on reasonable
assumptions, based on appropriate testing, about the modifying factors and the evaluation of any other relevant factors that are sufficient
for a qualified person to determine if all or part of the Indicated and Measured Mineral Resources may be converted to mineral reserves
at the time of reporting. The financial analysis must have the level of detail necessary to demonstrate, at the time of reporting, that
extraction is economically viable. A Pre-Feasibility Study is less comprehensive and results in a lower confidence level than a feasibility
study. A Pre-Feasibility study is more comprehensive and results in a higher confidence level than an Initial Assessment.
Forward-Looking
Statements
This
press release contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private
Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact, are “forward-looking statements.”
Although the American Battery Technology Company’s (the “Company”) management believes that such forward-looking statements
are reasonable, it cannot guarantee that such expectations are, or will be, correct. Forward looking statements include, among other
things, statements concerning: offtake agreements with customers; the Company’s future sales of products to customers, including
the amounts, timing, and types of products included within those sales; potential loans, grants, and debt financing arrangements, including
due diligence, the amount and type of debt, its syndication, and the schedule for closing; the scale of the battery recycling operations;
the anticipated production from the integrated pilot facility; the scale, construction, and operation of the battery recycling operations,
integrated pilot facility, Tonopah Flats Lithium Project, and commercial lithium mine and refinery; and the costs, schedules, production
and economic projections associated with the foregoing. These forward-looking statements involve a number of risks and uncertainties,
which could cause the Company’s future results to differ materially from those anticipated. Potential risks and uncertainties include,
among others, risks and uncertainties related to the Company’s ability to continue as a going concern; interpretations or reinterpretations
of geologic information, unfavorable exploration results, inability to obtain permits required for future exploration, development or
production, general economic conditions and conditions affecting the industries in which the Company operates; the uncertainty of regulatory
requirements and approvals; fluctuating mineral and commodity prices, final investment approval and the ability to obtain necessary financing
on acceptable terms or at all. Additional information regarding the factors that may cause actual results to differ materially from these
forward-looking statements is available in the Company’s filings with the Securities and Exchange Commission, including the Annual
Report on Form 10-K for the year ended June 30, 2025. The Company assumes no obligation to update any of the information contained or
referenced in this press release.
###
American
Battery Technology Company
Media
Contact:
Tiffiany
Moehring
tmoehring@batterymetals.com
720-254-1556