Argo Graphene plans $71.7K stock option offering

Rhea-AI Filing Summary

ARGO GRAPHENE SOLUTIONS CORP. (ARLSF) filed a Form D for a new exempt offering under Rule 506(b) of Regulation D. The offering covers options or rights to acquire securities and the underlying securities, with an aggregate exercise price of $71,730 USD, representing 100,000 stock options.

As of this notice, $0 USD has been sold and $71,730 USD remains available. No finders' fees are payable, and issuer size was marked as “Decline to Disclose.” The first sale date is listed as August 10, 2026.

Key Figures

Total Amount Sold: $0 USD Total Remaining to be Sold: $71,730 USD Stock Options: 100,000 +2 more

5 metrics

Total Amount Sold $0 USD Total amount sold in the exempt offering as of the notice

Total Remaining to be Sold $71,730 USD Remaining amount to be sold, equal to the aggregate exercise price of options

Stock Options 100,000 Number of stock options whose aggregate exercise price is $71,730 USD

Finders' Fees $0 USD Reported finders’ fees expenses for the offering

Date of First Sale August 10, 2026 First sale date for the exempt offering

Key Terms

Form D, Rule 506(b), Regulation D exemption, aggregate exercise price, +1 more

5 terms

Form D regulatory

"FORM D Notice of Exempt Offering of Securities"

Form D is a short notice filed with the U.S. Securities and Exchange Commission when a company raises money using a private offering exemption instead of a full public registration. Think of it as a public receipt that lists basic facts about the fundraiser—amount sought, how much has been sold, and who the issuer is—without the full audited disclosures of a public offering. Investors use it to spot private financings, assess potential dilution or fundraising activity, and find contact information, but it is not a substitute for detailed due diligence.

Rule 506(b) regulatory

"Federal Exemption(s) and Exclusion(s) Claimed ... Rule 506(b)"

Rule 506(b) is a U.S. securities exemption that lets companies sell shares or debt privately without full public registration, provided sales are primarily to accredited investors, up to 35 non‑accredited but financially knowledgeable buyers, and there is no public advertising or solicitation. It matters to investors because offerings under 506(b) usually include less public disclosure than registered securities—like buying from a private seller rather than a retail store—so buyers must do more of their own fact‑checking and rely on their financial sophistication.

Regulation D exemption regulatory

"if the issuer is claiming a Regulation D exemption for the offering"

aggregate exercise price financial

"Total Remaining to be Sold represents the aggregate exercise price of 100,000"

covered securities regulatory

"if the securities that are the subject of this Form D are "covered securities""

FAQ

What type of securities is ARGO GRAPHENE SOLUTIONS CORP. (ARLSF) offering in this Form D?

ARGO GRAPHENE SOLUTIONS CORP. is offering options or warrants or other rights to acquire another security and the securities to be acquired upon exercise of those rights, under an exempt offering pursuant to Rule 506(b) of Regulation D.

How large is the ARLSF exempt offering reported on this Form D?

The exempt offering for ARGO GRAPHENE SOLUTIONS CORP. has a remaining amount to be sold of $71,730 USD, which represents the aggregate exercise price of 100,000 stock options. As of the filing, $0 USD has been sold.

When did the first sale occur in ARGO GRAPHENE SOLUTIONS CORP.’s Form D offering?

The first sale date for ARGO GRAPHENE SOLUTIONS CORP.’s exempt offering is listed as August 10, 2026. Dollar amounts in the notice were converted from Canadian dollars using the Bank of Canada daily exchange rate on that date.

What exemption is ARGO GRAPHENE SOLUTIONS CORP. (ARLSF) using for this securities offering?

ARGO GRAPHENE SOLUTIONS CORP. is relying on the Rule 506(b) exemption under Regulation D of the Securities Act for this offering of options and underlying securities, as indicated in the federal exemptions section of the notice.

Does ARGO GRAPHENE SOLUTIONS CORP. report any finders’ fees for this Form D offering?

The notice states that finders’ fees are $0 USD for the ARGO GRAPHENE SOLUTIONS CORP. offering. No sales commissions or finder’s fee expenses are reported in connection with this exempt securities offering.

What issuer size does ARGO GRAPHENE SOLUTIONS CORP. report on this Form D?

For issuer size, ARGO GRAPHENE SOLUTIONS CORP. selected “Decline to Disclose” in the revenue or aggregate net asset value ranges section, instead of providing a specific revenue or asset value range.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/25/2026 - 01:43 PM Accepted by SEC EDGAR 08/25/2026 - 01:42 PM Learn about SEC filing dates

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Intentional misstatements or omissions of fact constitute federal criminal violations. See 18 U.S.C. 1001.

FORM D

Notice of Exempt Offering of Securities

OMB APPROVAL

OMB Number:			3235-0076
Estimated average burden
hours per response:			4.00

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001852354

ARGO Graphene Solutions CORP

ARGO LIVING SOILS CORP

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

ARGO GRAPHENE SOLUTIONS CORP.

Jurisdiction of Incorporation/Organization

BRITISH COLUMBIA, CANADA

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
ARGO GRAPHENE SOLUTIONS CORP.
Street Address 1		Street Address 2
555 -1130 WEST PENDER STREET
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
VANCOUVER	BRITISH COLUMBIA, CANADA	V6E 4A4	604-763-4017

3. Related Persons

Last Name	First Name	Middle Name
Intile	Robert
Street Address 1	Street Address 2
#555 - 1130 West Pender Street
City	State/Province/Country	ZIP/PostalCode
Vancouver	BRITISH COLUMBIA, CANADA	V6E 4A4

Relationship: X Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
McAlpine	Sean
Street Address 1	Street Address 2
#555 - 1130 West Pender Street
City	State/Province/Country	ZIP/PostalCode
Vancouver	BRITISH COLUMBIA, CANADA	V6E 4A4

Relationship: X Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Diakow	Hector
Street Address 1	Street Address 2
#555 - 1130 West Pender Street
City	State/Province/Country	ZIP/PostalCode
Vancouver	BRITISH COLUMBIA, CANADA	V6E 4A4

Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Berry	Vikas
Street Address 1	Street Address 2
#555 - 1130 West Pender Street
City	State/Province/Country	ZIP/PostalCode
Vancouver	BRITISH COLUMBIA, CANADA	V6E 4A4

Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

4. Industry Group

Agriculture

Banking & Financial Services

Commercial Banking

Insurance

Investing

Investment Banking

Pooled Investment Fund

Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?

Yes No

Other Banking & Financial Services

Business Services

Energy

Coal Mining

Electric Utilities

Energy Conservation

Environmental Services

Oil & Gas

Other Energy

	Health Care
	Biotechnology
	Health Insurance
	Hospitals & Physicians
	Pharmaceuticals
	Other Health Care
	Manufacturing
	Real Estate
	Commercial
	Construction
	REITS & Finance
	Residential
	Other Real Estate

Retailing

Restaurants

Technology

Computers

Telecommunications

Other Technology

Travel

Airlines & Airports

Lodging & Conventions

Tourism & Travel Services

Other Travel

X

Other

5. Issuer Size

Revenue Range		OR	Aggregate Net Asset Value Range
	No Revenues			No Aggregate Net Asset Value
	$1 - $1,000,000			$1 - $5,000,000
	$1,000,001 - $5,000,000			$5,000,001 - $25,000,000
	$5,000,001 - $25,000,000			$25,000,001 - $50,000,000
	$25,000,001 - $100,000,000			$50,000,001 - $100,000,000
	Over $100,000,000			Over $100,000,000
X	Decline to Disclose			Decline to Disclose
	Not Applicable			Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

		Rule 504(b)(1) (not (i), (ii) or (iii))
		Rule 504 (b)(1)(i)
		Rule 504 (b)(1)(ii)
		Rule 504 (b)(1)(iii)
	X	Rule 506(b)
		Rule 506(c)
		Securities Act Section 4(a)(5)

Investment Company Act Section 3(c)

Section 3(c)(1) Section 3(c)(9)

Section 3(c)(2) Section 3(c)(10)

Section 3(c)(3) Section 3(c)(11)

Section 3(c)(4) Section 3(c)(12)

Section 3(c)(5) Section 3(c)(13)

Section 3(c)(6) Section 3(c)(14)

Section 3(c)(7)

7. Type of Filing

X	New Notice			Date of First Sale	2026-08-10				First Sale Yet to Occur
	Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year? X Yes No

9. Type(s) of Securities Offered (select all that apply)

	Equity		Pooled Investment Fund Interests
	Debt		Tenant-in-Common Securities
X	Option, Warrant or Other Right to Acquire Another Security		Mineral Property Securities
X	Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security		Other (describe)

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? Yes X No

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor $0 USD

12. Sales Compensation

Recipient	Recipient CRD Number X None
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
Street Address 1	Street Address 2
City	State/Province/Country	ZIP/Postal Code
State(s) of Solicitation (select all that apply) Check "All States" or check individual States All States	Foreign/non-US

13. Offering and Sales Amounts

Total Offering Amount	$71,730	USD	or Indefinite
Total Amount Sold	$0	USD
Total Remaining to be Sold	$71,730	USD	or Indefinite

Clarification of Response (if Necessary):

Dollar amounts have been converted from Canadian dollars using the Bank of Canada daily exchange rate on August 10, 2026. Total Remaining to be Sold represents the aggregate exercise price of 100,000 stock options.

14. Investors

Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.

Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:

1

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions	$0	USD	Estimate
Finders' Fees	$0	USD	Estimate

Clarification of Response (if Necessary):

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$0

USD

Estimate

Clarification of Response (if Necessary):

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:

• Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*

• Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.

• Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer	Signature	Name of Signer	Title	Date
ARGO GRAPHENE SOLUTIONS CORP.	/s/ Robert Intile	Robert Intile	CFO	2026-08-24

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.