Welcome to our dedicated page for American Battery Materials SEC filings (Ticker: BLTH), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
American Battery Materials Inc. filings document amended S-1 registration statements for an IPO and related disclosures for its critical minerals extraction and development business. The registration materials cover capital structure, financial statements, risk factors, governance, operating history and plans tied to direct lithium extraction, direct mineral extraction and the refinement, processing and distribution of critical minerals.
Current reports also include Regulation FD disclosures, including investor presentation materials. The filing record further reflects formal disclosures around material agreements, shareholder voting matters, security structure, governance matters, regulatory issues and operating and financial results.
American Battery Materials Inc. is registering 3,327,273 shares of common stock with accompanying warrants to purchase 3,327,273 shares, plus 3,327,273 shares issuable upon warrant exercise, in a public offering at an assumed $5.50 per share and warrant.
The company is a U.S.-based renewable energy and technical minerals explorer focused on lithium and magnesium brines at its 14,320-acre Lisbon Valley Project in Utah, where it plans to deploy direct lithium extraction technologies. It currently has no revenue and is classified as an exploration stage issuer with no mineral reserves.
Pro forma for note conversion and this offering, cash would be about $16.3 million and stockholders’ equity about $14.8 million, with working capital turning positive. Net losses were $6.4 million in 2025 and $4.2 million for the three months ended March 31, 2026, and auditors have raised substantial doubt about its ability to continue as a going concern. Net proceeds are expected to fund Lisbon Valley drilling, permitting, technical work, and working capital. Listing on the NYSE American is a condition to closing.
American Battery Materials Inc. is registering 2,727,273 shares of common stock and accompanying warrants to purchase 2,727,273 shares, plus 2,727,273 shares issuable upon warrant exercise, in a primary public offering at an assumed $5.50 per share and warrant unit.
The warrants will be exercisable immediately at $6.88 per share for five years, and the company has granted underwriters a 45‑day option for up to 409,091 additional shares and warrants. Net proceeds are estimated at about $13.3M (or $15.3M with full over‑allotment), mainly to fund drilling, permitting and development of its 14,320‑acre Lisbon Valley lithium and magnesium brine project in Utah and for working capital.
The company is an exploration‑stage issuer with no revenue to date, an accumulated deficit of roughly $35M and substantial doubt about its ability to continue as a going concern. For 2025 it reported a net loss of $6.41M, and as of March 31, 2026 it had cash of $32,281, a working capital deficit of $12.1M and total liabilities of $12.2M. The business strategy centers on Direct Lithium Extraction and related brine technologies, but commercial viability, permitting and significant additional financing remain key uncertainties.
American Battery Materials Inc. reported a Q1 2026 net loss of $4,227,409 with no revenue, reflecting its early‑stage exploration status. Operating expenses rose to $379,962, while losses from debt extinguishment and stock issued for note modifications totaled $3,617,863, driving the larger deficit.
Cash was only $32,281 against current liabilities of $12,212,401, resulting in a working capital deficit of $12,061,834 and total accumulated losses of $35,184,530. Management states these conditions raise “substantial doubt” about the company’s ability to continue as a going concern without new financing.
AMERICAN BATTERY MATERIALS, INC. director Adam C. Lipson reported a set of restructuring-type transactions involving common stock and convertible notes. He received 13,890 shares of common stock at $3.75 per share on March 17, 2026 as consideration for extending the maturity dates of existing convertible notes under a note extension agreement.
Following this, he directly holds 357,479 shares of common stock. He also holds multiple convertible notes, including notes with current principal balances of $14,974, $21,400, $61,875 and $42,323, each stated as Pari-Passu with other noteholders and convertible at a 35% discount to the company’s proposed uplist price, which is expected to be $6.00 per share. These Form 4 entries are coded as “other” transactions, reflecting restructuring rather than open-market buying or selling.
AMERICAN BATTERY MATERIALS, INC. director and CEO David Edward Graber reported several restructuring-related transactions. He received 98,101 shares of common stock at $3.75 per share on March 17, 2026, issued as consideration for extending the maturity dates of certain convertible and promissory notes. Following this, he directly holds 1,008,203 common shares.
He also reported two convertible notes. One note has current principal of $495,821 and is tentatively convertible into 127,136 common shares at $6.00 per share, and a second note has principal of $247,500, tentatively convertible into 63,462 shares at the same price. Both notes are pari-passu with other noteholders and are described as convertible at a 35% discount to the uplist price if and when the company is able to uplist to the NYSE.
American Battery Materials, Inc. director Andrew P. Suckling reported restructuring-related transactions involving common stock and convertible notes. He reported 7,868 shares of common stock at $3.75 per share, issued as consideration for extending the maturity of convertible notes under a note extension agreement, bringing his direct common stock holdings to 23,330 shares. He also reported two convertible notes, with current principal balances of $74,869 and $68,063, each convertible into common stock at a 35% discount to an expected uplist price of $6.00 per share if the company uplists to a senior exchange.
AMERICAN BATTERY MATERIALS, INC. director Justin J. Vorwerk reported restructuring-related transactions involving common stock and convertible notes. On March 17, 2026, he recorded an “other” transaction in 20,875 shares of common stock at $3.75 per share, leaving him with 56,270 common shares held directly.
The filing explains that these common shares were issued as consideration for extending the maturity dates of convertible notes under a note extension agreement. Two “Convertible Note” positions are also reported with “other acquisition or disposition” codes, reflecting changes tied to maturity extensions and adjustments rather than open-market trades.
One convertible note, originally issued on March 22, 2024, now has principal of $343,174 after an MFN adjustment and multiple maturity extensions, and is convertible into 87,993 common shares. Another note, originally issued on February 10, 2025, has current principal of $14,974 and is convertible into 3,839 common shares. Both notes are described as pari passu with other noteholders and convertible at a 35% discount to the uplist price if the company uplists to a senior exchange, with the price expected to be $6.00 per share.
AMERICAN BATTERY MATERIALS, INC. director-related entity Quail Run Holdings LLC received 4,895 shares of common stock on March 17, 2026. The shares were issued as consideration for extending the maturity date of a promissory note under a note extension agreement. Following this non-cash restructuring transaction, indirect holdings associated with director Glenn Dylan total 19,138 common shares.
AMERICAN BATTERY MATERIALS, INC. director Jared I. Levinthal reported several non-market “J” code transactions involving common stock and convertible notes. He received 7,026 shares of common stock at $3.75 per share as consideration for extending the maturity dates of certain convertible notes, bringing his direct common stock holdings to 25,698 shares.
The filing also lists three convertible notes, each recorded as an “other acquisition or disposition.” These notes have current principals of $58,398, $48,665, and $14,974, are pari passu with other noteholders, and are convertible into 14,974, 12,478, and 3,839 shares of common stock, respectively, at a 35% discount to an expected uplist price of $6.00 per share if the company uplists to a senior exchange.
American Battery Materials Inc. is registering 2,500,000 shares of common stock in a primary underwritten offering, with a 375,000‑share over‑allotment option, as it seeks to uplist from the OTC Pink to the NYSE American.
The U.S.-based exploration-stage company has no revenue and is focused on developing its Lisbon Valley lithium and magnesium brine project in Utah using direct lithium extraction technologies. Net loss was $6.41 million for 2025, compared with $4.31 million for 2024, and auditors raised substantial doubt about its ability to continue as a going concern.
At an assumed offering price of $6.00 per share, pro forma cash would be about $13.7 million, with working capital turning positive, and total stockholders’ equity shifting from a deficit of $10.3 million to positive equity of about $12.6 million. Convertible notes of approximately $16.3 million (including interest) will automatically convert into 2,718,193 shares upon effectiveness of the offering, resulting in 8,945,278 shares outstanding after the offering and note conversion.