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American Battery Technology (ABAT) sets new 2-year pay and stock plans for top executives

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

American Battery Technology Company approved new two-year employment agreements for its chief executive and technology officer Ryan Melsert, chief financial officer Alejandro Flores Arteaga, and chief operating officer Steven Wu, effective July 1, 2026. Melsert’s package includes a $475,000 salary, an annual cash bonus targeted at 75% of salary, $1,000,000 in restricted stock units, and options to purchase 3,000,000 shares at $2.76 per share. Flores Arteaga’s agreement provides a $280,000 salary, a 75%-of-salary target bonus, $500,000 in RSUs, and options for 1,000,000 shares at $2.76. Wu’s agreement includes a $350,000 salary, a 75%-of-salary target bonus, $750,000 in RSUs, and options for 1,500,000 shares at $2.76. RSUs and options for fiscal years 2027 and 2028 vest 1/16th quarterly beginning July 1, 2026 and July 1, 2027, with option expirations in 2036 and 2037, respectively.

Positive

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Negative

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
CEO annual salary $475,000 Annual salary for CEO/CTO Ryan Melsert under agreement effective July 1, 2026
CEO RSU grant value $1,000,000 Restricted stock units for CEO calculated using 20-day trailing VWAP prior to July 1, 2026
CEO option shares 3,000,000 shares at $2.76 Stock options for CEO at the July 1, 2026 closing price; expirations in 2036 and 2037
CFO annual salary $280,000 Annual salary for CFO Alejandro Flores Arteaga under new agreement
COO option shares 1,500,000 shares at $2.76 Stock options for COO Steven Wu at the July 1, 2026 closing price
Target bonus rate 75% of salary Annual cash bonus target for CEO, CFO, and COO, tied to strategic milestones
Vesting schedule 1/16th quarterly Vesting for 2027 and 2028 RSUs and options beginning July 1, 2026 and July 1, 2027
Option expirations July 1, 2036 and July 1, 2037 Expiration dates for fiscal 2027 and 2028 executive option grants
restricted stock units financial
"an annual cash bonus set at a target of 75% of his annual salary, $1,000,000 in restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
volume-weighted average price financial
"$1,000,000 in RSUs calculated using the 20-day trailing volume-weighted average price prior"
Volume-weighted average price (VWAP) is the average price of a stock over a specific time period where each trade is weighted by the number of shares traded, so larger trades influence the average more than small ones. Investors and traders use VWAP as a reference point to judge whether trades are happening at relatively good or poor prices—like checking the average price paid for an item at a market where bulk purchases count more than single-item buys.
exercise price financial
"an option to purchase 3,000,000 shares of the Company’s common stock at an exercise price of $2.76 per share"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
Section 16b-3 regulatory
"approved the CEO Agreement, CFO Agreement, and COO Agreement, which are intended to be exempt under Section 16b-3"
performance-based bonuses financial
"will also be eligible to receive performance-based bonuses tied to the achievement of specific strategic milestones"
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FAQ

What executive agreements did ABAT approve on July 9, 2026?
American Battery Technology Company approved new two-year employment agreements for its CEO/CTO, CFO, and COO, effective July 1, 2026, covering salary, bonuses, restricted stock units, and stock options with multi-year vesting schedules.

What is the new CEO compensation structure at ABAT?
CEO Ryan Melsert will receive an annual salary of $475,000, a target annual cash bonus of 75% of salary, $1,000,000 in RSUs, and options for 3,000,000 shares at an exercise price of $2.76 per share.

What equity awards did ABAT’s CFO receive in the new agreement?
CFO Alejandro Flores Arteaga is eligible for $500,000 in RSUs and an option to purchase 1,000,000 shares of common stock at $2.76 per share, alongside a salary and performance-based cash bonus.

How is ABAT’s COO compensated under the new agreement?
COO Steven Wu will receive a $350,000 salary, a target cash bonus equal to 75% of salary, $750,000 in RSUs, and stock options for 1,500,000 shares at an exercise price of $2.76 per share.

What are the vesting terms for ABAT’s new executive RSUs and options?
For fiscal year 2027 awards, RSUs and options vest 1/16th quarterly beginning July 1, 2026, with options expiring July 1, 2036. Fiscal year 2028 awards vest 1/16th quarterly from July 1, 2027, with expiration on July 1, 2037.

How are ABAT executive bonuses determined under these agreements?
Each executive is eligible for a performance-based annual cash bonus targeted at 75% of salary, with actual bonuses tied to specific strategic milestones that are weighted and pro-rated under each employment agreement.
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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): July 9, 2026

 

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:

 

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.

 

On July 9, 2026, American Battery Technology Company (the “Company”) entered into a new employment agreement with Ryan Melsert to continue to serve as the chief executive officer and chief technology officer of the Company (the “CEO Agreement”). The CEO Agreement is effective as of July 1, 2026, and has a two-year term. Pursuant to the CEO Agreement, Mr. Melsert’s annual salary is $475,000. Mr. Melsert will also be eligible to receive performance-based bonuses tied to the achievement of specific strategic milestones, including an annual cash bonus set at a target of 75% of his annual salary, $1,000,000 in restricted stock units (“RSUs”) calculated using the 20-day trailing volume-weighted average price prior to July 1, 2026, and an option to purchase 3,000,000 shares of the Company’s common stock at an exercise price of $2.76 per share (the closing price of the Company’s common stock on July 1, 2026). The performance-based bonuses will be pro-rated according to the specific weight of each milestone as set forth in the CEO Agreement. The fiscal year 2027 RSUs and option will vest 1/16th quarterly beginning July 1, 2026, and the option will expire on July 1, 2036, and the fiscal year 2028 RSUs and option will vest 1/16th quarterly beginning July 1, 2027, and the option will expire on July 1, 2037.

 

On July 9, 2026, the Company entered into a new employment agreement with Alejandro Flores Arteaga to continue to serve as the chief financial officer of the Company (the “CFO Agreement”). The CFO Agreement is effective as of July 1, 2026, and has a two-year term. Pursuant to the CFO Agreement, Mr. Flores Arteaga’s annual salary is $280,000. Mr. Flores Arteaga will also be eligible to receive performance-based bonuses tied to the achievement of specific strategic milestones, including an annual cash bonus set at a target of 75% of his annual salary, $500,000 in RSUs calculated using the 20-day trailing volume-weighted average price prior to July 1, 2026, and an option to purchase 1,000,000 shares of the Company’s common stock at an exercise price of $2.76 per share (the closing price of the Company’s common stock on July 1, 2026). The performance-based bonuses will be pro-rated according to the specific weight of each milestone as set forth in the CFO Agreement. The fiscal year 2027 RSUs and option will vest 1/16th quarterly beginning July 1, 2026, and the option will expire on July 1, 2036, and the fiscal year 2028 RSUs and option will vest 1/16th quarterly beginning July 1, 2027, and the option will expire on July 1, 2037.

 

On July 9, 2026, the Company entered into a new employment agreement with Steven Wu to continue to serve as the chief operating officer of the Company (the “COO Agreement”). The COO Agreement is effective as of July 1, 2026, and has a two-year term. Pursuant to the COO Agreement, Mr. Wu’s annual salary is $350,000. Mr. Wu will also be eligible to receive performance-based bonuses tied to the achievement of specific strategic milestones, including an annual cash bonus set at a target of 75% of his annual salary, $750,000 in RSUs calculated using the 20-day trailing volume-weighted average price prior to July 1, 2026, and an option to purchase 1,500,000 shares of the Company’s common stock at an exercise price of $2.76 per share (the closing price of the Company’s common stock on July 1, 2026). The performance-based bonuses will be pro-rated according to the specific weight of each milestone as set forth in the COO Agreement. The fiscal year 2027 RSUs and option will vest 1/16th quarterly beginning July 1, 2026, and the option will expire on July 1, 2036, and the fiscal year 2028 RSUs and option will vest 1/16th quarterly beginning July 1, 2027, and the option will expire on July 1, 2037.

 

The Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of the Company, in consultation with an independent compensation consultant, performed a market assessment and approved the CEO Agreement, CFO Agreement, and COO Agreement, which are intended to be exempt under Section 16b-3.

 

There are no arrangements or understandings between Mr. Melsert, Mr. Flores Arteaga, or Mr. Wu and any other persons pursuant to which Mr. Melsert was selected as chief executive officer, Mr. Flores Arteaga was selected as chief financial officer, or Mr. Wu was selected as chief operating officer.

 

In addition, there are no relationships between the Company and each of Mr. Melsert, Mr. Flores Arteaga or Mr. Wu that would require disclosure pursuant to Item 404(a) of Regulation S-K.

 

The foregoing is not a complete description of the parties’ rights and obligations under the CEO Agreement, CFO Agreement, and COO Agreement, each of which is qualified in its entirety by reference to the full text and terms of each respective agreement, copies of which are filed as Exhibits 10.1, 10.2, and 10.3, respectively, to this Current Report on Form 8-K and incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibit No.   Description
     
10.1   Offer Letter, by and between American Battery Technology Company and Ryan Melsert, effective July 1, 2026.
     
10.2   Offer Letter, by and between American Battery Technology Company and Alejandro Flores Arteaga, effective July 1, 2026.
     
10.3   Offer Letter, by and between American Battery Technology Company and Steven Wu, effective July 1, 2026.
     
104   Cover Page Interactive Data File - the cover page XBRL tags are 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: July 10, 2026 By: /s/ Ryan Melsert
    Ryan Melsert
    Chief Executive Officer

 

 

 

Source: View Original Filing on SEC EDGAR

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