Form 8-K

8-K — Evolution Metals & Technologies Corp.

Accession: 0001213900-26-101664

Filed: 2026-09-21

Period: 2026-09-21

CIK: 0001866226

SIC: 3690 (MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — ea0306071-8k_evolution.htm (Primary)

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8-K — CURRENT REPORT

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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): September 21, 2026

Evolution Metals & Technologies Corp.

(Exact

name of registrant as specified in its charter)

Delaware

001-41183

87-1006702

(State or other jurisdiction

incorporation or organization)

(Commission File Number)

(IRS Employer

Identification No.)

4040

NE 2nd Ave, Suite

349

Miami,

Florida 33137

(Address

and zip code of principal executive offices)

561-225-3205

(Registrant’s

telephone number, including area code)

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:

☐

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, $0.0001 par value per share

EMAT

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 ☒

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

7.01 Regulation FD Disclosure

September 21, 2026, Evolution Metals & Technologies Corp. (the “Company” or “EM&T”) issued a press release

announcing that the Company has joined the broad-market Russell 3000® Index and the small-cap Russell 2000® Index,

effective as of the opening of U.S. equity markets on September 21, 2026, following finalization of FTSE Russell’s third-quarter

2026 quarterly IPO additions. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The

information contained in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of

the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be deemed incorporated

by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as

amended, except as expressly set forth by specific reference in such filing.

Cautionary

Statement Regarding Forward-Looking Statements

This

Current Report on Form 8-K contains forward-looking statements within the meaning of the federal securities laws, including within the

meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking

statements generally relate to future events or the future financial or operating performance of EM&T and may include, without limitation,

statements regarding the potential effects of EM&T’s inclusion in the Russell 3000® Index and Russell 2000® Index and

applicable style indexes, including potential visibility among institutional or index-oriented investors, EM&T’s strategy,

business plans, growth opportunities, expected production capacities, anticipated market demand, regulatory developments, and other future

events or conditions. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,”

“expect,” “intend,” “will,” “estimate,” “anticipate,” “believe,”

“predict,” “potential,” “plan,” “project,” “target,” “forecast,”

or the negatives of these terms or variations of them or similar terminology. These forward-looking statements are based on management’s

current expectations and assumptions and are subject to risks, uncertainties, and other factors that could cause actual results to differ

materially from those expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited

to, the possibility that FTSE Russell may revise its eligibility determinations, methodology or implementation schedule; that index inclusion

may not result in the anticipated visibility, liquidity, institutional ownership or other benefits; EM&T’s ability to execute

its business plan, obtain financing, construct and scale facilities, secure feedstock and offtake agreements, obtain necessary permits

and regulatory approvals, manage supply chain disruptions, respond to competitive pressures, address geopolitical and macroeconomic risks,

and other risks described in EM&T’s filings with the U.S. Securities and Exchange Commission (the “SEC”). Forward-looking

statements speak only as of the date they are made. EM&T undertakes no obligation to update or revise any forward-looking statements,

whether as a result of new information, future events, or otherwise, except as required by law.

Item

9.01 Financial Statements and Exhibits.

(d)

Exhibits.

The

following exhibits are being furnished herewith:

Exhibit No.

Description

99.1

Press Release dated September 21, 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, the registrant has duly caused this report to be signed on its behalf by

the undersigned hereunto duly authorized.

Dated:

September 21, 2026

Evolution Metals & Technologies

Corp.

By:

/s/

Christopher Clower

Name:

Christopher Clower

Title:

Chief Financial Officer and Chief Operating Officer

EX-99.1 — PRESS RELEASE DATED SEPTEMBER 21, 2026

EX-99.1

Filename: ea030607101ex99-1.htm · Sequence: 2

Exhibit 99.1

Evolution

Metals & Technologies Corp. Joins Russell 3000® and Russell 2000® Indexes, Gaining Exposure to $12.2

Trillion in Benchmarked Assets

U.S.

rare earth permanent magnet producer becomes a constituent of both indexes effective at the opening of U.S. equity markets on September

21, 2026, following finalization of FTSE Russell’s third-quarter 2026 quarterly IPO additions

MIAMI,

FL, September 21, 2026 – Evolution Metals & Technologies Corp. (“EM&T” or the “Company”) (Nasdaq:

EMAT), a U.S.-based critical materials and advanced manufacturing company producing rare earth permanent magnets, battery materials and

related critical minerals, today announced that it has joined the broad-market Russell 3000® Index and the small-cap Russell

2000® Index, effective as of the opening of U.S. equity markets today, Monday, September 21, 2026. The addition was finalized

through FTSE Russell’s third-quarter 2026 quarterly IPO additions process, placing EM&T in two of the most widely tracked U.S.

equity benchmarks in its first year as a Nasdaq-listed company.

Membership

in the Russell 2000® Index results in automatic inclusion in the broad-market Russell 3000® Index and in

the applicable Russell U.S. style indexes. According to FTSE Russell, approximately $12.2 trillion in assets are benchmarked to or invested

in products based on the Russell U.S. Indexes, which institutional investors use for index funds and as benchmarks for both active and

passive strategies. As an official constituent, EM&T is now being incorporated into index-tracking investment products and institutional

portfolios, and is immediately eligible for active managers whose mandates require benchmark membership.

“Joining

the Russell 2000 and Russell 3000 indexes is a defining capital-markets milestone for EM&T and a direct reflection of the operational

and commercial execution we have delivered since our Nasdaq listing earlier this year,” said Christopher Clower, Chief Financial

Officer and Chief Operating Officer of EM&T. “In eight months we have moved EM&T into commercial-scale production. We have

validated our non-China supply chain, secured ex-China NdPr feedstock, advanced our Pohang infrastructure expansion to scale annual magnet

production to 10,000 metric tons, and established initial revenue guidance of $400 million to $460 million for fiscal 2027. Constituent

status in two of the most widely followed U.S. equity benchmarks puts EM&T directly in front of the institutional capital that indexes

to them, and it comes as the market moves to meet the critical defense sourcing requirements taking effect under DFARS on January 1,

2027.”

The

index additions coincide with the ongoing commercial expansion of EM&T’s rare earth permanent magnet platform in Pohang, Republic

of Korea. Supported by a 750-megawatt electrical infrastructure agreement with KEPCO and thirteen additional ULVAC sintered magnet production

machines scheduled for delivery in November 2026, the Company is ramping annual production capacity to approximately 10,000 metric tons,

including 6,000 metric tons of high-performance sintered NdFeB magnets, utilizing secured non-China NdPr feedstock.

For

more information on the Russell U.S. Indexes and the quarterly IPO additions process, visit https://www.lseg.com/en/ftse-russell/russell-reconstitution/ipo-additions.

Russell®,

Russell 2000® and Russell 3000® are trademarks of Frank Russell Company, used under license by FTSE Russell,

an LSEG business. FTSE Russell does not sponsor, endorse, sell or promote Evolution Metals & Technologies Corp. or its securities,

and makes no representation regarding the advisability of investing in the Company.

About

Evolution Metals & Technologies Corp.

Evolution

Metals & Technologies Corp. (Nasdaq: EMAT) is a U.S.-based critical materials and advanced manufacturing company for rare earth permanent

magnets, battery materials, and related critical minerals and technologies. By leveraging proven commercial-scale operations, advanced

processing technologies, and strategic partnerships, EM&T operates what it believes is the only vertically integrated critical materials

supply chain spanning end-of-life electronics and batteries, high-grade concentrates, and the manufacture of finished rare earth magnets

(including high-performance rare earth magnets) and battery materials. For additional information, please visit https://investors.evolution-metals.com

and follow the Company on LinkedIn at https://www.linkedin.com/company/evolutionmtcorp.

Cautionary

Note Regarding Forward-Looking Statements

This

press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section

21E of the Securities Exchange Act of 1934, as amended, and the United States Private Securities Litigation Reform Act of 1995. Forward-looking

statements include, but are not limited to, statements regarding EM&T’s inclusion in the Russell 3000® and Russell

2000® Indexes and applicable style indexes, the timing and potential effects of such inclusion, including potential visibility

among institutional or index-oriented investors, trading liquidity, shareholder base diversification, and index-tracking fund representation;

EM&T’s plans, objectives, expectations, strategies, production capacity, expansion initiatives, supply arrangements and commercial

operations; the installation, commissioning and delivery schedule of thirteen additional ULVAC production machines; the planned expansion

of electrical infrastructure to 750 megawatts in Pohang; and initial revenue guidance for fiscal years 2026 and 2027. These forward-looking

statements, together with terms such as anticipate, expect, intend, may, will, should, believe, positioned and other comparable terms,

involve risks and uncertainties because they relate to events and depend on circumstances that will occur in the future. Such risks include,

among others, the possibility that index inclusion may not result in the anticipated visibility, liquidity, institutional ownership,

index fund representation or other benefits; that FTSE Russell may revise its index methodology, constituent determinations, or implementation

schedules in future periods; and the business, execution, financing, regulatory, supply-chain, power infrastructure, equipment-delivery,

customer-qualification and market risks described in EM&T’s filings with the U.S. Securities and Exchange Commission. Forward-looking

statements are not guarantees of future performance, and actual results, performance or achievements may differ materially from those

expressed or implied. Readers are cautioned not to place undue reliance on these statements, which speak only as of the date made. EM&T

undertakes no obligation to update any forward-looking statement except as required by law. Additional information concerning factors

that may affect EM&T’s expectations and projections is contained in its Annual Report on Form 10-K for the year ended December

31, 2025, filed with the SEC on February 20, 2026, its Quarterly Report on Form 10-Q for the three and six months ended June 30, 2026,

filed with the SEC on August 17, 2026, including the disclosures under “Risk Factors” therein, and other documents filed

or to be filed with the SEC by EM&T. SEC filings are available at www.sec.gov.

Investor

Relations Contact:

Arx

Investor Relations

North American Equities Desk

EMAT@arxhq.com

PR,

Media & Global Communications Contact:

Phoenix

MGMT & Consulting

www.PhoenixMGMTConsulting.com

PR@PhoenixMGMTConsulting.com

888-228-0122

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