Form 8-K

8-K — AMERICAN BATTERY TECHNOLOGY Co

Accession: 0001493152-26-039500

Filed: 2026-08-20

Period: 2026-08-20

CIK: 0001576873

SIC: 1400 (MINING, QUARRYING OF NONMETALLIC MINERALS (NO FUELS))

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — form8-k.htm (Primary)

EX-99.1 (ex99-1.htm)

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0001576873

2026-08-20

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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): August 20, 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,

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 ☐

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

2.02 Results of Operations and Financial Condition.

August 20, 2026, American Battery Technology Company (the “Company”) issued a press release relating to the Company’s

preliminary estimated financial results for the fiscal quarter ended June 30, 2026. The press release is furnished hereto as Exhibit

99.1.

The

information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “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 to be incorporated by reference into any other filing under the Securities Act of 1933, as amended,

or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item

9.01 Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit

Number

Description

of Exhibit

99.1

Press Release, dated August 20, 2026

104

Cover

Page Interactive Data File. The cover page XBRL tags are embedded within the inline XBRL document (contained in Exhibit 101)

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:

August 20, 2026

By:

/s/

Ryan Melsert

Ryan

Melsert

Chief

Executive Officer

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

American

Battery Technology Company Announces Highest Ever Gross Profit and Successful Appeal for Reinstatement of $57 Million US Department of

Energy Grant in Fourth Quarter FY2026 Financial Results

Increase

in gross profit of 86% through continued scale-up and implementation of operational efficiencies at its domestic-US critical mineral

recycling facility, and reinstatement of competitive $57 million grant from U.S. Department of Energy

Reno,

Nev., August 20, 2026 — American Battery Technology Company (NASDAQ: ABAT),

an integrated domestic critical mineral manufacturing company that is commercializing its internally-developed technologies for both

primary critical mineral manufacturing and secondary critical mineral recycling, released the unaudited financial results for its fourth

quarter of fiscal year 2026 (FY26) ended on June 30, 2026.

During

the quarter, American Battery Technology Company (ABTC) continued to scale-up and implement operational efficiencies at its Nevada critical

mineral recycling facility and achieved record breaking quarterly revenue of $8.2 million, while simultaneously decreasing cost of goods

sold, resulting in a quarter-over-quarter increase in gross profit of 86% to $1.3 million. This substantial growth in gross profit of

its recycling facility further demonstrates the advantages of ABTC’s internally-developed technologies and its position as one

of the dominant critical mineral recyclers in the U.S.

addition to operating its critical mineral recycling facility, ABTC is also developing and constructing its critical mineral mine and

refinery at its Tonopah Flats Lithium Project (TFLP) near Tonopah, Nevada. During the quarter, ABTC announced that it had successfully

won its appeal with the U.S. Department of Energy and had its previously terminated grant for $57 million supporting the $115 million

construction of the first processing train at the TFLP fully reinstated.

Financial

Highlights, Fourth Quarter of FY26 (unaudited):

● $8.2

million in Revenue, a 5.1% increase from the previous quarter

◌ An

additional $0.3 million income from interest for the quarter

● $6.9

million in Cost of Goods Sold, a 2.8% decrease from the previous quarter

◌ Resulting

from implementation of several operational efficiencies

● $1.3

million in Gross Profit, an 86% increase from the previous quarter and ABTC’s largest

ever positive gross profit from operations

● $50.3

million cash, a 31% increase from the end of the previous quarter

◌ Includes

$49.5 million in unrestricted and $0.8 million in restricted cash

● $0.0

million debt, Company currently holds zero debt

“We

are excited to demonstrate continued scale-up at our Nevada critical mineral recycling facility and the impacts of continued implementation

of operational efficiencies, as they exemplify the competitiveness of our technology and market position,” stated ABTC CEO Ryan

Melsert. “We are proud of our long-standing partnership with the U.S. Department of Energy, as demonstrated by the fact that very

few of the recently terminated grants have been able to successfully appeal the decisions and have their contracts reinstated.”

Description ($M)

Q3 FY26

Ended March 31, 2026

Q4 FY26*

Ended June 30, 2026

Change

Revenue

$ 7.8

$ 8.2

5.1 %

Cost of goods sold

$ (7.1 )

$ (6.9 )

-2.8 %

Gross profit

$ 0.7

$ 1.3

86 %

*Unaudited

preliminary financials

These

preliminary estimated unaudited financial results for the three months ended June 30, 2026, are based upon information available to the

Company as of the date hereof. The data is not a comprehensive statement of the Company’s financial results for the three months

ended June 30, 2026, and the Company’s actual results may differ materially from this preliminary estimated data. While the Company

currently expects its results for the three months ended June 30, 2026, to be within the range set forth herein, the review of its financial

statements for the three months ended June 30, 2026 has not been completed. During the course of the preparation of the Company’s financial

statements and related notes and the completion of the review for the three months ended June 30, 2026, additional adjustments to the

preliminary estimated financial information may be identified. Any such adjustments may be material. The preliminary estimated financial

information has been prepared by, and is the responsibility of management. The Company’s independent registered public accounting firm,

KPMG LLP, has not audited, reviewed, compiled, or performed any procedures with respect to the preliminary financial data. Accordingly,

KPMG LLP does not express an opinion or any other form of assurance with respect thereto. The full audited financials for the fiscal

year 2026 are expected to be published within 90 days of the end of the fiscal year of June 30, 2026.

Critical

Mineral Recycling Highlights: Scaled and Streamlined Operations

● Substantially

increased throughput and implementation of operational effectiveness of recycling operations,

resulting in increased revenue and gross profit

● Continued

processing of high-value recycled products from Battery Energy Storage Systems (BESS) supporting

datacenters and artificial intelligence (AI) facilities, end-of-life electric and hybrid

vehicles, and consumer electronics

● Continued

innovation and cost-down optimizations drove improvements in gross margins and facility utilization

● As

one of the few recyclers in the Western U.S capable of handling CERCLA-classified waste,

ABTC’s Nevada lithium-ion battery recycling facility, permitted by the EPA in the spring

of 2025 under CERCLA, has emerged as a critical revenue engine recovering valuable metals

from high-demand, hard-to-recycle battery sources

● Continued

development of a second critical mineral recycling facility in the Southeast U.S., with plans

to substantially scale capacity compared to company’s existing recycling plant in Nevada,

positioning the company for expanded, matched-market impact

● Establishment

of new supply chain partnerships with leading BESS facilities and automotive OEMs, providing

near-term and long-term material flows to support the ABTC’s growing operations

Primary

Lithium from Claystone Highlights: Accelerating a Domestic Supply Chain

● ABTC’s

Tonopah Flats Lithium Project (TFLP), one of the largest lithium deposits in the U.S., continues

to secure its position as a cornerstone of the domestic critical mineral supply chain to

support demand and drive future growth

● ABTC

successfully won its appeal for the termination of its $57 million competitive grant from

the U.S. Department of Energy supporting the $115 million construction of the first processing

train at the TFLP

● ABTC

has successfully advanced its claystone-to-lithium hydroxide demonstration plant and is now

focused on scaling through construction of a full-scale commercial mine and refinery

● Designated

as a Fast-41Transparency Covered Project under federal initiatives to boost and onshore

domestic critical mineral supply, the TFLP benefits from streamlined federal permitting efforts,

accelerating its path to commercialization of a new U.S. lithium resource and domestic production

of critical mineral lithium hydroxide (LiOH)

● The

company achieved a critical milestone by completing and submitting all baseline studies for

the National Environmental Policy Act (NEPA) review process, a two-year effort overseen by

the Department of Interior’s Bureau of Land Management (BLM), involving over 40 regulatory

agencies and stakeholders across 21 study areas

● The

company has initiated its Definitive Feasibility Study, the final phase of engineering and

financial analysis required to move the project into commercial production, with recommendations

published in its October 2025 Pre-Feasibility Study (PFS) for its Tonopah Flats Lithium Project

● The

PFS detailed the technical and financial roadmap for commercialization of the TFLP:

◌ Designed

production of 30,000 tonnes per year of lithium hydroxide monohydrate (LHM), with project

economics calculated for a 45-year life-of-mine

◌ After-tax

NPV at 8% of $2.57 billion and IRR of 21.8%, underscoring its financial viability

◌ Highly

competitive production cost of $4,307 per tonne, representing a 9.2% reduction from the Company’s

April 2024 Initial Assessment

◌ Total

TFLP lithium resources (measured, indicated, and inferred) increased approximately 11% to

21.3 million tonnes LHM, and establishment of 2.73 million tonnes of proven (0.98) and probable

(1.75) reserves, compared to April 2024 Initial Assessment

American

Battery Technology Company intends to host an earnings webcast following the release of its upcoming full fiscal year 2026 financial

results.

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.

Regulatory

Update

recently-issued federal directive effectively prohibits the export of black mass for any domestic company from the United States effective

as of August 27, 2026, unless an exception or adjustment is obtained from the Department of Commerce, and if the company is unable to

obtain an exception, the company may be unable to sell black mass to foreign customers, which could result in a material adverse effect

on its revenue, results of operations, financial condition, and ability to fund ongoing operations.

July 30, 2026, President Trump issued a Presidential Determination pursuant to Section 101 of the Defense Production Act of 1950, as

amended (the “DPA”), declaring black mass produced from the recycling of lithium-ion batteries to be a critical material

essential to the national security of the United States. On August 6, 2026, the Bureau of Industry and Security (“BIS”) within

the U.S. Department of Commerce published a Temporary Final Rule in the Federal Register titled “DPAS Directive Allocation Order

and Additional Requirements for Recoverable Critical Minerals and Materials” (the “Directive”), which imposes a requirement

that U.S. entities selling black mass allocate 100% of their monthly sales to U.S. persons. The Directive takes effect on August 27,

2026, and remains in effect for approximately one year from the date of publication. The practical effect of the Directive is to prohibit

the export of black mass from the United States unless BIS grants an exception or adjustment.

Sales

of black mass represents the majority of the company’s total revenue, and substantially all of its current black mass customers

are located outside the United States in OECD countries. The company has submitted a request to BIS for an exception from the Directive’s

domestic allocation requirement and is actively engaging with Congressional representatives, government affairs advisors, and other stakeholders

regarding this matter. Under the Directive, companies may submit exception requests on a rolling basis, and BIS intends to respond within

14 days of receipt. Companies may also request a temporary license to continue exports while an exception request is pending.

However,

there can be no assurance that the company’s request for an exception will be granted, that any exception will be granted on terms

that are commercially favorable to the company, or that any exception will be granted within a timeframe that avoids material disruption

to its business and operations. If the company is unable to obtain an exception or other relief from the Directive, or if any exception

is subject to conditions that are commercially impracticable, the company may be unable to sell black mass to all of its foreign customers.

The

loss of its foreign black mass sales revenue could have a material adverse effect on its revenue, results of operations, financial condition,

cash flows, and our ability to fund ongoing operations and growth initiatives. The company may be required to seek alternative income

sources, reduce operating costs, or pursue additional financing. Additionally, even if the company is able to identify and develop domestic

customers for our black mass over time, such development efforts may take considerable time, and the terms of domestic sales may be significantly

less favorable than our existing international arrangements.

The

company is monitoring developments regarding the Directive, including the public comment period (which remains open until November 4,

2026), potential legislative action, and any modifications BIS may make to the Directive or exception process. The company intends to

pursue all available avenues to obtain relief, but it cannot predict the outcome of these efforts or their timing.

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.

Pre-Feasibility

Study

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.

Initial

Assessment

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.

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: the impact of the Directors and our request for an exception, changes in government policy regarding critical

minerals, and our ability to develop domestic sales channels of black mass; 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

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Aug. 20, 2026

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

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- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

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- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

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- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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