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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): June 15, 2026
ATLAS
LITHIUM CORPORATION
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-41552 |
|
39-2078861 |
| (State or Other Jurisdiction |
|
(Commission |
|
(I.R.S. Employer |
| of Incorporation) |
|
File Number) |
|
Identification Number) |
1200
N. Federal Hwy, Suite 200
Boca
Raton, Florida 33432
(Address
of principal executive offices, including zip code)
(833)
661-7900
(Registrant’s
telephone number, including area code)
Not
applicable
(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 |
|
ATLX |
|
The Nasdaq Capital Market |
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.
Compensation
of Chief Financial Officer
On
June 15, 2026, the Compensation Committee (the “Compensation Committee”) of the Board of Directors (the “Board”)
of Atlas Lithium Corporation (the “Company”) recommended, and the Board approved, a compensation increase for Tiago Miranda,
the Company’s Chief Financial Officer (Principal Financial and Accounting Officer) and Treasurer. In connection with the compensation
increase, the Company and Mr. Miranda entered into an Amended and Restated Employment Agreement, dated June 15, 2026, which amends and
restates the employment agreement originally entered into between the parties on July 23, 2024, to reflect the compensation increase
(the A&R Employment Agreement”).
Mr.
Miranda’s new compensation, effective immediately, includes (i) an annualized base salary of $360,000 (retroactive to May 29, 2026);
(ii) a cash bonus opportunity of up to $120,000 each year, which may be earned based on the Company successfully filing certain periodic
reports with the Securities and Exchange Commission (the “SEC”) on a timely basis; and (iii) the grant of restricted stock
units (“RSUs”) pursuant to the Company’s 2023 Stock Incentive Plan, as amended, with a value of $480,000, which will
vest in 25% increments on each of July 23, 2026, 2027, 2028 and 2029. Additionally, Mr. Miranda will be awarded a $20,000 one-time cash
bonus.
The
foregoing summary description of the A&R Employment Agreement does not purport to be complete and is qualified in its entirety by
reference to the text of the A&R Employment Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated
herein by reference.
Item
8.01. Other Events.
As
reported in our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 4, 2026, on August
28, 2025, N’Golo, a non-governmental organization, filed a civil action in a Brazilian court alleging that the Company had not
conducted a consultation with a certain traditional community (the “Community”) in connection with the Company’s expansion
permit application.
On
June 9, 2026, a Brazilian judge approved an agreement between the Company and N’Golo (the “Agreement”), which resolved
and terminated the civil action. The Agreement acknowledged that the Company had consulted the Community. Under the terms of the Agreement,
upon commencement of the Company’s lithium concentrate production, the Company has agreed to donate certain items to the Community,
including a bulldozer.
Following
this resolution, on June 12, 2026, the Company’s expansion permit application was formally placed on the agenda for a vote by the
permitting commission of the state of Minas Gerais, which is scheduled to take place on June 26, 2026.
Item
9.01. Financial Statements and Exhibits.
| Exhibit No. |
|
Description |
| |
|
|
| 10.1 |
|
Amended and Restated Employment Agreement between the Company and Tiago Miranda, dated June 15, 2026. |
| |
|
|
| 104 |
|
Cover Page Interactive Data File (embedded with the
Inline XRBL 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.
| |
ATLAS LITHIUM CORPORATION |
| |
|
|
| Dated: June 16, 2026 |
By: |
/s/ Marc Fogassa |
| |
Name: |
Marc Fogassa |
| |
Title: |
Chief Executive Officer |
