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American Resources Corporation reported a change in its independent auditor. On November 21, 2025, the Audit Committee dismissed GBQ Partners LLC as the company’s independent registered public accounting firm and, on the same date, approved the appointment of GreenGrowth CPAs as the new independent public accounting firm.
GBQ’s audit reports for the fiscal years ended December 31, 2023 and December 31, 2024 contained no adverse opinions or disclaimers, and were not qualified or modified for uncertainty, scope, or principles, other than an explanatory paragraph about the company’s ability to continue as a going concern. The company states there were no “disagreements” with GBQ and no “reportable events” during those periods, other than previously disclosed material weaknesses in internal control over financial reporting.
The company indicates it did not consult GreenGrowth on accounting or auditing matters before the engagement. GBQ has provided a letter to the SEC, dated November 21, 2025, confirming its position regarding the company’s disclosures.
American Resources Corporation is registering up to 17,323,379 shares of Class A common stock for potential resale by existing selling stockholders. The shares include 3,487,646 shares issuable upon exercise of pre-funded warrants at an exercise price of $0.0001 per share. The company is not selling any securities in this offering and will not receive proceeds from any resale of these shares.
The common stock is listed on the Nasdaq Capital Market under the symbol AREC. Before this resale registration, 101,393,308 shares of common stock were outstanding, and 104,880,144 shares would be outstanding assuming full exercise of the pre-funded warrants. The shares being registered were originally issued, or are issuable, in private PIPE transactions that raised aggregate gross proceeds of approximately $73.7 million for the company.
AREC is a diversified holding company focused on critical and rare earth elements, infrastructure and carbon technologies, with interests in Electrified Materials Corporation, ReElement Technologies Corporation, American Infrastructure Corporation, Royalty Management Holding Corporation and Novusterra Inc. The company highlights significant risks, including historical net losses, negative operating cash flow, going concern doubts, potential future dilution, and past Nasdaq listing compliance challenges.
American Resources Corporation filed an amended quarterly report for the period ended September 30, 2025 to correct immaterial XBRL tagging and coding errors and to reflect previously disclosed restatements of 2024 financial statements. For the third quarter of 2025, the company generated minimal revenue of $165 and reported a net loss attributable to shareholders of $4.4 million, with a nine‑month 2025 net loss of $10.2 million on total revenue of $45,349. The balance sheet shows current assets of $8.4 million versus current liabilities of $84.8 million, total liabilities of $297.4 million, and a total deficit of $95.1 million. Management states there is substantial doubt about the company’s ability to continue as a going concern and notes that a private placement completed in October 2025 raised approximately $74 million, but those proceeds cannot be used to pay debt or litigation claims. The business continues shifting away from suspended coal operations toward development‑stage ReElement and Electrified Materials segments.
American Resources Corporation (AREC) filed its Q3 2025 report, showing minimal revenue and continued losses while highlighting liquidity risks. Total revenue was $50,165, largely from service fees, and the company reported a net loss of $6,302,798 (loss per share $0.07 on 84,305,073 weighted average shares). Interest expense of $1,980,211 weighed on results.
On the balance sheet, assets totaled $201.2 million against liabilities of $296.2 million, leaving a stockholders’ deficit of $93,434,303 as of September 30, 2025. Current liabilities were $83,620,479, including a bond payable, current of $43,712,978. Cash and cash equivalents were $2,081,780 with $4,618,695 in restricted cash and $150,053,029 in restricted investments.
The company included going concern language, citing substantial doubt about its ability to continue without additional financing. It also detailed previously disclosed restatements of prior periods for multiple reclassifications and corrections, including investments, bond classification, lease accounting, interest accruals, and expense classification. Shares outstanding were 85,976,023 as of September 30, 2025; as of November 14, 2025, 84,608,920 shares were issued and outstanding.
American Resources Corp (AREC) insider reported multiple open-market sales of Class A Common Stock on 11/10/2025. Transactions were coded “S” and executed at prices between $4.07 and $4.15. Following these trades, the reporting person directly owned 9,781,987 shares.
The filing lists each sale with execution price and updates ownership after each transaction, indicating ongoing direct ownership following the activity.
American Resources Corp (AREC) insider Alex Lau reported multiple open-market sales of Class A common stock on 11/10/2025 (transaction code S). Reported sale prices ranged from $4.00 to $4.13 per share across several trades.
Following these transactions, the reporting person’s direct beneficial ownership stood at 9,898,832 shares. No derivative security activity was reported.
American Resources Corp (AREC) reported insider sales of Class A common stock on 11/10/2025. The filing lists multiple 10,000‑share open‑market trades at prices ranging from $4.06 to $4.23. After the reported transactions, the reporting person directly beneficially owned 10,288,832 shares. The form indicates it was filed by one reporting person with direct (D) ownership.
American Resources Corp (AREC) reported insider trading activity by a director on a Form 4. On 11/07/2025, the reporting person executed multiple open‑market sales of Class A common stock at prices ranging from $4.00 to $4.10 per share.
Following the reported transactions, the filing lists 10,784,940 shares beneficially owned, held in direct ownership. The filing’s Table II shows no derivative securities activity.
American Resources Corp (AREC) insider Alex Lau filed a Form 4 reporting multiple open-market sales of Class A Common Stock on 11/07/2025. The transactions totaled 186,108 shares sold at prices ranging from $4.00 to $4.11.
Following these sales, Lau beneficially owned 10,588,832 shares, held directly. The filing indicates it was submitted by one reporting person, and the reporting person is listed as a Director.
American Resources Corp (AREC) reported insider activity on a Form 4. The reporting person executed market sales (Code S) of 118,892 shares of Class A Common Stock on 11/05/2025 at prices between $4.00 and $4.06. Following these transactions, the filer reported 11,178,095 shares beneficially owned, held directly.