ABML American Battery Technology Company (QX)

 

 

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): March 25, 2024

 

AMERICAN BATTERY TECHNOLOGY COMPANY

(Exact name of registrant as specified in its charter)

 

Nevada		001-41811		33-1227980
(State or other jurisdiction of incorporation or organization)		(Commission File No.)		(IRS Employer 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: None

 

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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Resignation of Director

 

On March 25, 2024, Julie Blunden resigned from the Board of Directors (the “Board”) of American Battery Technology Company (the “Company”) and all positions of the Company, including as a member of the Company’s audit committee, nominating and corporate governance committee and chair of the Company’s compensation committee, effective March 31, 2024. Ms. Blunden’s resignation was aligned with the Board’s succession plan for independent directors. The resignation was not the result of any disagreements with the Company relating to the Company’s operations, policies or practices.

 

Appointment of Director

 

On March 25, 2024, the Board appointed Susan Yun Lee as a director of the Company, effective April 1, 2024 (the “Effective Date”), to serve until the Company’s next annual meeting of stockholders or until her earlier resignation or removal. In connection with her appointment to the Board, Ms. Lee was also appointed to serve as chair of the Company’s compensation committee and as a member of the Company’s audit committee and corporate governance and nominating committee.

 

In connection with her appointment, Ms. Lee and the Company have entered into a director agreement (the “Director Agreement”), which shall become effective on the Effective Date. Pursuant to the Director Agreement, Ms. Lee shall receive $25,000 per year paid quarterly in arrears on a pro-rated basis and is eligible to receive annual equity compensation of restricted stock units (“RSUs”) of the Company, paid quarterly in arrears on a pro-rated basis of $150,000, divided by the volume weighted average price (the “VWAP”) of the twenty (20) trading days prior to the applicable end of the quarter grant date and will first vest on the last day of the fiscal quarter following the first-year anniversary of hire. Ms. Lee shall also receive $10,000, paid quarterly in arrears on a pro-rated basis for chairing the Company’s compensation committee. In the case of a change in control (as that term is defined in the Company’s equity incentive plan or any subsequent plan that replaces that plan), Ms. Lee is eligible to receive $75,000, divided by the VWAP of the twenty (20) trading days prior to any change in control of the Company. Ms. Lee may elect to receive any of the above compensation in RSUs rather than cash, prior to the start of the Company’s compensation cycle of directors.

 

There are no arrangements or understandings between Ms. Lee and any other persons pursuant to which she was chosen as a director of the Company. There are no family relationships between Ms. Lee and any of the Company’s directors, executive officers, or persons nominated or chosen by the Company to become a director or executive officer. Ms. Lee is not a party to any current or proposed transaction with the Company for which disclosure is required under Item 404(a) of Regulation S-K.

 

The Company issued a press release announcing Ms. Lee’s appointment, a copy of which is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated by reference herein.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.		Description
99.1		Press Release dated March 29, 2024
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: March 29, 2024	By:	/s/ Ryan Melsert
		Ryan Melsert
		Chief Executive Officer

 

 

 

Exhibit 99.1

 

 

American Battery Technology Company Appoints Financial

Industry Veteran, Susan Yun Lee, to Board of Directors

 

Reno, Nev., March 29, 2024 — American Battery Technology Company (ABTC) (NASDAQ: ABAT), an integrated critical battery materials company that is commercializing its technologies for both primary battery minerals manufacturing and secondary minerals lithium-ion battery recycling, today announced that financial industry veteran, Susan Yun Lee, will join the ABTC Board of Directors effective April 1, 2024. Julie Blunden, who was first appointed to the ABTC Board in March 2022, will be stepping down from her role effective March 31, 2024.

 

“We are excited to welcome Susan to the ABTC Board,” stated ABTC Chairman Rick Fezell. “Her expertise in financial markets will be invaluable in reinforcing ABTC’s strong culture of fiscal stewardship.”

 

Susan Yun Lee is a multi-asset class allocator with over twenty years of combined experience advising institutions on investments in funds, private companies, public stocks, options, and derivatives across public equities, private equity, venture capital, real assets, credit, fixed income, and hedge fund strategies.

 

“We are at a pivotal inflection point of our growth within ABTC and now is the ideal time to bring in new expertise within the financial markets that can help drive our long-term growth,” stated ABTC CEO and Director Ryan Melsert. “We spent several months evaluating numerous candidates, and Susan’s breadth and depth of experiences in public and private investments, capital markets, and her strong fiduciary diligence are the exact skills that we need as we contract the strategic offtake of our recycled and primary metal products and as we continue to expand our commercial scale operations.”

 

Lee currently serves as the chief investment officer of a foundation and as a partner with White Road Capital. She began her career with strategy roles with Bain & Co. and The Walt Disney Company and has also worked as a partner at Angeles Investment Advisors, an investment advisory firm for institutional investors, where she steered the firm’s private equity division and managed its portfolio. Lee served as a private equity investor at Black Canyon Capital and Vintage Capital Partners before managing investment assets and a $2.5 billion portfolio for The Broad Foundations and family office.

 

Lee is currently an independent board director for the Nasdaq-listed Crescent Capital BDC and Crescent Private Credit Income Corp. She has a Master’s of Business Administration from Harvard Business School where she earned honors and was a Toigo Fellow, and a Bachelor of Arts in economics from Stanford University, Phi Beta Kappa.

 

 

“I’m greatly looking forward to joining the ABTC team at such an exciting time in the rapidly growing domestic battery critical minerals industry,” stated incoming board member Susan Yun Lee. “There are a plethora of strategic partnership and investment opportunities in front of ABTC, and I’m excited to bring my experiences in the financial markets to help evaluate these opportunities and drive the company’s growth forward.”

 

“I would like to thank Julie for her outstanding service on the board over the past two years,” stated ABTC Chairman Rick Fezell. “Her resignation is aligned with the Board’s succession plan for independent directors.”

 

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.

 

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. 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, 2023. 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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Cover	Mar. 25, 2024
Cover [Abstract]
Document Type	8-K
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Document Period End Date	Mar. 25, 2024
Entity File Number	001-41811
Entity Registrant Name	AMERICAN BATTERY TECHNOLOGY COMPANY
Entity Central Index Key	0001576873
Entity Tax Identification Number	33-1227980
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	100 Washington Street
Entity Address, Address Line Two	Suite 100
Entity Address, City or Town	Reno
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Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, $0.001 par value
Trading Symbol	ABAT
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false

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