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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):
October 28, 2026
Evolution Metals & Technologies Corp.
(Exact name of registrant as specified in its
charter)
| Delaware |
|
001-41183 |
|
87-1006702 |
(State or other jurisdiction of
incorporation or organization) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
4040 NE 2nd Ave, Suite 349
Miami, Florida 33137
(Address and zip code of principal executive
offices)
561-564-8334
(Registrant’s telephone number, including
area code)
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:
| ☐ |
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, $0.0001 par value per share |
|
EMAT |
|
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 (ss.230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (ss.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 7.01 Regulation FD Disclosure
On October 28, 2026, Evolution Metals & Technologies
Corp. (the “Company” or “EM&T”) issued a press release announcing that all 57 containers of ULVAC sintered
magnet-production equipment have arrived at the Company’s expanded facility in Pohang, Republic of Korea, with commissioning scheduled
to begin in November 2026, and that the Company has signed an investment framework with Pohang City supporting the expansion. A copy of
the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information contained in this Item 7.01, including
Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act
of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed
incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as
expressly set forth by specific reference in such filing.
Cautionary Statement Regarding Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking
statements within the meaning of the federal securities laws, including within the meaning of the “safe harbor” provisions
of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or
the future financial or operating performance of EM&T and may include, without limitation, statements regarding the installation,
commissioning, and operation of ULVAC equipment at the Company’s Pohang facility and the timing thereof; the planned expansion of
annual rare earth magnet production capacity in Pohang to approximately 10,000 metric tons, including approximately 6,000 metric tons
of high-performance sintered magnets; the investment framework with Pohang City and the expected receipt of approximately US$28 million
in local government grant funding; the Company’s input material supply, customer certifications, power infrastructure, and personnel;
the expiry of China’s rare earth export-control suspension; the January 1, 2027 DFARS 252.225-7052 mine-to-magnet restriction and
the Company’s ability to help address related sourcing needs; the ribbon-cutting ceremony and operational showcase at the Pohang
facility on December 17, 2026; the Company’s planned U.S. buildout; and EM&T’s competitive position, strategy, business
plans, and growth opportunities. In some cases, you can identify forward-looking statements by terminology such as “may,”
“should,” “expect,” “intend,” “will,” “estimate,” “anticipate,”
“believe,” “predict,” “potential,” “plan,” “project,” “target,”
“forecast,” or the negatives of these terms or variations of them or similar terminology. These forward-looking statements
are based on management’s current expectations and assumptions and are subject to risks, uncertainties, and other factors that could
cause actual results to differ materially from those expressed or implied by such forward-looking statements. These risks and uncertainties
include, but are not limited to: changes to the event date, program, venue, or attendance; delays in equipment installation or commissioning;
delays in facility readiness or the expansion of power infrastructure; the availability and cost of feedstock; the timing, amount, and
conditions of any grant funding; the timing, terms, and extent of government support under the investment framework with Pohang City;
customer qualification and demand; the availability of financing and working capital; changes in Chinese export-control policy or in U.S.
or Korean trade, tariff, industrial, or defense procurement policy; competition; changes in the DFARS 252.225-7052 effective date, scope,
or waiver practices; the Company’s ability to execute its planned U.S. expansion; and other risks described in EM&T’s
filings with the U.S. Securities and Exchange Commission (the “SEC”). Forward-looking statements speak only as of the date
they are made. EM&T undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information,
future events, or otherwise, except as required by law.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are being furnished herewith:
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release dated October 28, 2026. |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: October 28, 2026
| |
Evolution Metals & Technologies Corp. |
| |
|
|
| |
By: |
/s/ Christopher Clower |
| |
Name: |
Christopher Clower |
| |
Title: |
Chief Financial Officer and Chief Operating Officer |
Exhibit 99.1

Evolution Metals & Technologies
Confirms Delivery of All 57 ULVAC Equipment Containers to Pohang Expansion Site, with Commissioning Under Way at the Largest
Expected High-Performance Rare Earth Magnet Facility Outside China
Equipment secured in months against industry
lead times of two years or more, ahead of the November 10, 2026, date specified in China’s rare earth export-control suspension
More than 50% of input materials sourced outside
China under contract or on site, Tier-1 OEM certifications across eight grades and 880 MW of power in place
EM&T signs investment framework with Pohang
City; approximately US$28 million in local government grant funding expected to support expansion
MIAMI, FL, Oct. 28, 2026 — Evolution Metals
& Technologies Corp. (“EM&T” or the “Company”) (Nasdaq: EMAT), a U.S.-based critical materials and advanced
manufacturing company, today announced that all 57 containers of ULVAC sintered magnet-production equipment have arrived at its expanded
Pohang facility in the Republic of Korea, with commissioning scheduled to begin this November.
The equipment supports an expected tenfold increase
in annual rare earth magnet production capacity in Pohang—from approximately 1,000 metric tons to approximately 10,000 metric tons,
including approximately 6,000 metric tons of high-performance sintered magnets—once installation and commissioning are completed.
The Company believes it is the single largest producer of rare earth magnets globally, ex-China, at more than 10k metric tons per annum.

Equipment delivery amid China export-control
uncertainty
The deliveries strengthen EM&T’s manufacturing
position amid the uncertainty over China’s rare earth export controls. Announcement No. 70, issued by China’s Ministry of
Commerce (“MOFCOM”) and the General Administration of Customs on November 7, 2025, specifies a suspension through November
10, 2026. China subsequently announced an extension of the broader Kuala Lumpur trade arrangement to January 10, 2027; the application
of that extension to specific export-control measures remains an important consideration for industry participants.
“Equipment like this does not come off a shelf. Sintered magnet production lines carry lead times of two years or more, and most
companies haven’t even ordered equipment in this scale,” said Frank Moon, Co-Chief Executive Officer of EM&T. “We
placed our orders in early 2025, and all 57 containers are now on the ground at our flagship Pohang facility which is under expansion.
We are moving at warp speed, and commissioning and assembly of the additional equipment has already begun.”
“As November 10 approaches, more than 50% of our input material requirements are already on site, alongside contracted supply. Our
eight Tier-1 OEM-certified grades address approximately 260,000 metric tons of an estimated 360,000-metric-ton annual market. Our experienced
operators are in place, we are producing revenue selling tier one certified magnets today. Now with our expansion equipment, 880 megawatts
of power, and additional land in place, we are in a unique position to be the market leader in the magnet business ex-China.”
“We are a producer of magnets and magnet
materials. With local government support for our expansion, our priority is bringing the additional equipment into production, maintaining
consistent quality at greater scale and converting customer demand into shipments.”
Local government framework supports Pohang
expansion
On October 27, 2026, EM&T signed an investment
framework with Pohang City. The local government is committed to actively support the expansion of rare earth and non-rare-earth magnet
production on an approximately 1.27-million-square-foot site in Pohang’s Blue Valley National Industrial Complex.
“We already have revenue-generating commercial
operations, customer-qualified products and experienced operators. More than 50% of our input material requirements are on site, alongside
contracted supply, and commissioning has begun. With US$28 million in local government grant funding expected, subject to applicable conditions,
our focus is bringing the additional equipment into production and expanding customer shipments,” said Moon.
An operating foundation built for expansion
EM&T generates revenue today through commercial
magnet sales and has spent years assembling the capabilities supporting its Pohang expansion. Over the past six months, the Company entered
into a convertible financing facility of up to US$100 million with Yorkville Advisors, ordered 13 additional ULVAC magnet-production machines
on an accelerated schedule, contracted non-China NdPr metal supply and appointed former JL MAG Chief Technology Officer Kenji Konishi
to lead Magnet Engineering Production.
The Company also agreed principal terms with Korea
Electric Power Corporation to expand the electrical infrastructure supporting its Pohang operations and reports that a substation with
a stated capacity of 3 GW has been delivered.
EM&T believes its non-China sourcing and manufacturing
platform positions it to address expanded requirements under DFARS 252.225-7052. Beginning January 1, 2027, those requirements extend
restrictions across the supply chain for covered rare earth magnets—from mining through finished production—for qualifying
U.S. defense deliveries, subject to applicable exceptions.
“It takes ten critical factors to manufacture
rare earth magnets commercially at scale: land, power, equipment, permits, operators, feedstock, magnet products, buyers, customer certifications
and capital,” said Christopher Clower, Chief Financial Officer and Chief Operating Officer of EM&T. “We believe we are
the only company outside China that brings together all ten, and that our operating experience places us years ahead in delivering commercial-scale,
non-China rare earth magnets to Western markets. Our focus is turning that foundation into expanded production, customer shipments and
revenue.”
Magnet manufacturing and materials processing
EM&T’s strategy encompasses high-grade
feedstock and the recovery of critical materials from end-of-life electronics and batteries to support its materials-processing and manufacturing
platform. Its planned U.S. expansion would extend those capabilities into domestic critical materials recovery and magnet production.
“We are a magnet and magnet-materials
producer, not a mining or exploration company,” said Frank Moon, Co-Chief Executive Officer of EM&T. “Our operations
turn rare earth materials into metals, alloys, powders, and finished magnets. We have commercial production generating revenue, existing customers buying magnets, experienced operators,
and customer-qualified products. Our expansion builds on that operating foundation, with a clear focus on increasing consistent
output and delivering for customers.”
December operational showcase
EM&T will host a ribbon-cutting ceremony and operational showcase at its Pohang facility on December 17, 2026. The Company has received
attendance confirmations from more than 200 individual government representatives, customers, trade partners investors and bankers. We
look forward to showcasing how we make magnets at commercial size and scale without a nexus to China.
Event details and registration are available at
https://evolution-metals.com/rsvp.
About Evolution Metals & Technologies Corp.
Evolution Metals & Technologies Corp. (Nasdaq:
EMAT) is a U.S.-based critical materials and advanced manufacturing company for rare earth permanent magnets, battery materials, and
related critical minerals and technologies. By leveraging proven commercial-scale operations, advanced processing technologies, and strategic
partnerships, EM&T operates what it believes is the only vertically integrated critical materials supply chain spanning end-of-life
electronics and batteries, high-grade concentrates, and the manufacture of finished rare earth magnets (including high-performance rare
earth magnets) and battery materials. For additional information, please visit investors.evolution-metals.com and follow the Company
on LinkedIn.
Cautionary Note Regarding Forward-Looking Statements
This press release may contain forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of
1934, as amended, and the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are
not limited to, statements regarding the expected receipt of local government grant funding, the investment framework with Pohang City
and the support expected thereunder; the installation, commissioning and operation of ULVAC equipment at the Company’s Pohang facility
and the timing thereof; the planned expansion of annual rare earth magnet production capacity in Pohang to approximately 10,000 metric
tons, including approximately 6,000 metric tons of high-performance sintered magnets; the Company’s input material supply, customer
certifications, power infrastructure, personnel and expected grant funding; the Company’s ability to supply DFARS-compliant magnets;
the expiry of China’s export-control suspension and the January 1, 2027 effective date and scope of DFARS 252.225-7052; the operational showcase on December 17, 2026; and the Company’s competitive position, strategy, business plans
and growth opportunities. These forward-looking statements, together with terms such as anticipate, believe, expect, intend, may, plan,
should, will and other comparable terms, involve risks and uncertainties because they relate to events and depend on circumstances that
will occur in the future. Such risks include, among others, delays in equipment installation or commissioning; delays in facility readiness
or the expansion of power infrastructure; the availability and cost of feedstock; the timing, amount and conditions of any grant funding;
the timing, terms and extent of government support under the investment framework; customer qualification and demand; the availability
of financing and working capital; changes in Chinese export-control policy or in U.S. or Korean trade, tariff, industrial or defense
procurement policy, including the DFARS 252.225-7052 effective date, scope or waiver practices; competition; the Company’s ability
to execute its planned expansion; and the other risks described in EM&T’s filings with the U.S. Securities and Exchange Commission.
Forward-looking statements are not guarantees of future performance, and actual results may differ materially from those expressed or
implied. Readers are cautioned not to place undue reliance on these statements, which speak only as of the date made. EM&T undertakes
no obligation to update any forward-looking statement except as required by law. Additional information concerning factors that may affect
EM&T’s expectations and projections is contained in its Annual Report on Form 10-K for the year ended December 31, 2025, filed
with the SEC on February 20, 2026, its Quarterly Report on Form 10-Q for the three and six months ended June 30, 2026, filed with the
SEC on August 17, 2026, including the disclosures under “Risk Factors” therein, and other documents filed or to be filed
with the SEC by EM&T. SEC filings are available at www.sec.gov.
Investor Relations Contacts
Arx Investor Relations
North American Equities Desk
EMAT@arxhq.com
PR, Marketing & Global Partnerships
Phoenix MGMT & Consulting
PR@PhoenixMGMTConsulting.com
888-228-0122