Form 8-K

8-K — Evolution Metals & Technologies Corp.

Accession: 0001213900-26-113120

Filed: 2026-10-28

Period: 2026-10-28

CIK: 0001866226

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

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — ea0309937-8k_evolution.htm (Primary)

EX-99.1 — PRESS RELEASE DATED OCTOBER 28, 2026 (ea030993701ex99-1.htm)

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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):

October 28, 2026

Evolution Metals & Technologies Corp.

(Exact name of registrant as specified in its

charter)

Delaware

001-41183

87-1006702

(State or other jurisdiction of

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)

561-564-8334

(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 (ss.230.405 of this chapter) or Rule 12b-2 of the Securities

Exchange Act of 1934 (ss.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 7.01 Regulation FD Disclosure

On October 28, 2026, Evolution Metals & Technologies

Corp. (the “Company” or “EM&T”) issued a press release announcing that all 57 containers of ULVAC sintered

magnet-production equipment have arrived at the Company’s expanded facility in Pohang, Republic of Korea, with commissioning scheduled

to begin in November 2026, and that the Company has signed an investment framework with Pohang City supporting the expansion. A copy of

the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information contained in this Item 7.01, including

Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes 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 of the Company under the Securities Act of 1933, as amended, or the Exchange Act, 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 installation,

commissioning, and operation of ULVAC equipment at the Company’s Pohang facility and the timing thereof; the planned expansion of

annual rare earth magnet production capacity in Pohang to approximately 10,000 metric tons, including approximately 6,000 metric tons

of high-performance sintered magnets; the investment framework with Pohang City and the expected receipt of approximately US$28 million

in local government grant funding; the Company’s input material supply, customer certifications, power infrastructure, and personnel;

the expiry of China’s rare earth export-control suspension; the January 1, 2027 DFARS 252.225-7052 mine-to-magnet restriction and

the Company’s ability to help address related sourcing needs; the ribbon-cutting ceremony and operational showcase at the Pohang

facility on December 17, 2026; the Company’s planned U.S. buildout; and EM&T’s competitive position, strategy, business

plans, and growth opportunities. 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: changes to the event date, program, venue, or attendance; delays in equipment installation or commissioning;

delays in facility readiness or the expansion of power infrastructure; the availability and cost of feedstock; the timing, amount, and

conditions of any grant funding; the timing, terms, and extent of government support under the investment framework with Pohang City;

customer qualification and demand; the availability of financing and working capital; changes in Chinese export-control policy or in U.S.

or Korean trade, tariff, industrial, or defense procurement policy; competition; changes in the DFARS 252.225-7052 effective date, scope,

or waiver practices; the Company’s ability to execute its planned U.S. expansion; 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 October 28, 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: October 28, 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 OCTOBER 28, 2026

EX-99.1

Filename: ea030993701ex99-1.htm · Sequence: 2

Exhibit 99.1

Evolution Metals & Technologies

Confirms Delivery of All 57 ULVAC Equipment Containers to Pohang Expansion Site, with Commissioning Under Way at the Largest

Expected High-Performance Rare Earth Magnet Facility Outside China

Equipment secured in months against industry

lead times of two years or more, ahead of the November 10, 2026, date specified in China’s rare earth export-control suspension

More than 50% of input materials sourced outside

China under contract or on site, Tier-1 OEM certifications across eight grades and 880 MW of power in place

EM&T signs investment framework with Pohang

City; approximately US$28 million in local government grant funding expected to support expansion

MIAMI, FL, Oct. 28, 2026 — Evolution Metals

& Technologies Corp. (“EM&T” or the “Company”) (Nasdaq: EMAT), a U.S.-based critical materials and advanced

manufacturing company, today announced that all 57 containers of ULVAC sintered magnet-production equipment have arrived at its expanded

Pohang facility in the Republic of Korea, with commissioning scheduled to begin this November.

The equipment supports an expected tenfold increase

in annual rare earth magnet production capacity in Pohang—from approximately 1,000 metric tons to approximately 10,000 metric tons,

including approximately 6,000 metric tons of high-performance sintered magnets—once installation and commissioning are completed.

The Company believes it is the single largest producer of rare earth magnets globally, ex-China, at more than 10k metric tons per annum.

Equipment delivery amid China export-control

uncertainty

The deliveries strengthen EM&T’s manufacturing

position amid the uncertainty over China’s rare earth export controls. Announcement No. 70, issued by China’s Ministry of

Commerce (“MOFCOM”) and the General Administration of Customs on November 7, 2025, specifies a suspension through November

10, 2026. China subsequently announced an extension of the broader Kuala Lumpur trade arrangement to January 10, 2027; the application

of that extension to specific export-control measures remains an important consideration for industry participants.

“Equipment like this does not come off a shelf. Sintered magnet production lines carry lead times of two years or more, and most

companies haven’t even ordered equipment in this scale,” said Frank Moon, Co-Chief Executive Officer of EM&T. “We

placed our orders in early 2025, and all 57 containers are now on the ground at our flagship Pohang facility which is under expansion.

We are moving at warp speed, and commissioning and assembly of the additional equipment has already begun.”

“As November 10 approaches, more than 50% of our input material requirements are already on site, alongside contracted supply. Our

eight Tier-1 OEM-certified grades address approximately 260,000 metric tons of an estimated 360,000-metric-ton annual market. Our experienced

operators are in place, we are producing revenue selling tier one certified magnets today. Now with our expansion equipment, 880 megawatts

of power, and additional land in place, we are in a unique position to be the market leader in the magnet business ex-China.”

“We are a producer of magnets and magnet

materials. With local government support for our expansion, our priority is bringing the additional equipment into production, maintaining

consistent quality at greater scale and converting customer demand into shipments.”

Local government framework supports Pohang

expansion

On October 27, 2026, EM&T signed an investment

framework with Pohang City. The local government is committed to actively support the expansion of rare earth and non-rare-earth magnet

production on an approximately 1.27-million-square-foot site in Pohang’s Blue Valley National Industrial Complex.

“We already have revenue-generating commercial

operations, customer-qualified products and experienced operators. More than 50% of our input material requirements are on site, alongside

contracted supply, and commissioning has begun. With US$28 million in local government grant funding expected, subject to applicable conditions,

our focus is bringing the additional equipment into production and expanding customer shipments,” said Moon.

An operating foundation built for expansion

EM&T generates revenue today through commercial

magnet sales and has spent years assembling the capabilities supporting its Pohang expansion. Over the past six months, the Company entered

into a convertible financing facility of up to US$100 million with Yorkville Advisors, ordered 13 additional ULVAC magnet-production machines

on an accelerated schedule, contracted non-China NdPr metal supply and appointed former JL MAG Chief Technology Officer Kenji Konishi

to lead Magnet Engineering Production.

The Company also agreed principal terms with Korea

Electric Power Corporation to expand the electrical infrastructure supporting its Pohang operations and reports that a substation with

a stated capacity of 3 GW has been delivered.

EM&T believes its non-China sourcing and manufacturing

platform positions it to address expanded requirements under DFARS 252.225-7052. Beginning January 1, 2027, those requirements extend

restrictions across the supply chain for covered rare earth magnets—from mining through finished production—for qualifying

U.S. defense deliveries, subject to applicable exceptions.

“It takes ten critical factors to manufacture

rare earth magnets commercially at scale: land, power, equipment, permits, operators, feedstock, magnet products, buyers, customer certifications

and capital,” said Christopher Clower, Chief Financial Officer and Chief Operating Officer of EM&T. “We believe we are

the only company outside China that brings together all ten, and that our operating experience places us years ahead in delivering commercial-scale,

non-China rare earth magnets to Western markets. Our focus is turning that foundation into expanded production, customer shipments and

revenue.”

Magnet manufacturing and materials processing

EM&T’s strategy encompasses high-grade

feedstock and the recovery of critical materials from end-of-life electronics and batteries to support its materials-processing and manufacturing

platform. Its planned U.S. expansion would extend those capabilities into domestic critical materials recovery and magnet production.

“We are a magnet and magnet-materials

producer, not a mining or exploration company,” said Frank Moon, Co-Chief Executive Officer of EM&T. “Our operations

turn rare earth materials into metals, alloys, powders, and finished magnets. We have commercial production generating revenue, existing customers buying magnets, experienced operators,

and customer-qualified products. Our expansion builds on that operating foundation, with a clear focus on increasing consistent

output and delivering for customers.”

December operational showcase

EM&T will host a ribbon-cutting ceremony and operational showcase at its Pohang facility on December 17, 2026. The Company has received

attendance confirmations from more than 200 individual government representatives, customers, trade partners investors and bankers. We

look forward to showcasing how we make magnets at commercial size and scale without a nexus to China.

Event details and registration are available at

https://evolution-metals.com/rsvp.

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 investors.evolution-metals.com and follow the Company

on LinkedIn.

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 the expected receipt of local government grant funding, the investment framework with Pohang City

and the support expected thereunder; the installation, commissioning and operation of ULVAC equipment at the Company’s Pohang facility

and the timing thereof; the planned expansion of annual rare earth magnet production capacity in Pohang to approximately 10,000 metric

tons, including approximately 6,000 metric tons of high-performance sintered magnets; the Company’s input material supply, customer

certifications, power infrastructure, personnel and expected grant funding; the Company’s ability to supply DFARS-compliant magnets;

the expiry of China’s export-control suspension and the January 1, 2027 effective date and scope of DFARS 252.225-7052; the operational showcase on December 17, 2026; and the Company’s competitive position, strategy, business plans

and growth opportunities. These forward-looking statements, together with terms such as anticipate, believe, expect, intend, may, plan,

should, will 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, delays in equipment installation or commissioning; delays in facility readiness

or the expansion of power infrastructure; the availability and cost of feedstock; the timing, amount and conditions of any grant funding;

the timing, terms and extent of government support under the investment framework; customer qualification and demand; the availability

of financing and working capital; changes in Chinese export-control policy or in U.S. or Korean trade, tariff, industrial or defense

procurement policy, including the DFARS 252.225-7052 effective date, scope or waiver practices; competition; the Company’s ability

to execute its planned expansion; and the other 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 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 Contacts

Arx Investor Relations

North American Equities Desk

EMAT@arxhq.com

PR, Marketing & Global Partnerships

Phoenix MGMT & Consulting

PR@PhoenixMGMTConsulting.com

888-228-0122

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