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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 5, 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)
561-225-3205
(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 5, 2026, Evolution Metals & Technologies
Corp. (the “Company” or “EM&T”) issued a press release announcing that the Company will hold a ribbon-cutting
ceremony on Thursday, December 17, 2026, at its newest and largest facility in Pohang, South Korea. 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 ribbon-cutting
ceremony and leadership week in South Korea, including their timing, format, attendance, and program; the Pohang facility and the Company’s
Korea operations; the planned expansion of annual rare earth magnet production capacity in Pohang toward approximately 10,000 metric tons;
the January 1, 2027 DFARS 252.225-7052 mine-to-magnet restriction and the Company’s ability to help address related sourcing needs;
the Company’s planned U.S. buildout; and EM&T’s 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 facility readiness, equipment installation, or commissioning; the Company’s ability to
complete land, power, and related arrangements supporting the Pohang operations; the availability of feedstock, working capital, and customer
qualifications; 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 5, 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 5, 2026
| |
Evolution Metals & Technologies Corp. |
| |
|
|
| |
By: |
/s/ Christopher Clower |
| |
Name: |
Christopher Clower |
| |
Title: |
Chief Financial Officer and Chief Operating Officer |
Exhibit 99.1
EM&T to Host Operational Showcase of the
Largest High-Performance Rare Earth Magnet Facility in Production Outside China on December 17, 2026, Anchoring Expansion to 10,000+ Metric Tons of Annual Capacity
The EM&T Board and executives will publicly
showcase the largest high-performance rare earth magnet facility in production outside China as U.S. defense, drone, and automotive demand
for non-China supply accelerates, ahead of January 1, 2027 DFARS sourcing restrictions and the planned U.S. expansion
MIAMI, FL, October 5, 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 the Company will publicly showcase the largest high-performance
rare earth magnet facility in production outside of China, at a ribbon-cutting ceremony on Thursday, December 17, 2026, in Pohang, South
Korea. The flagship facility anchors the Company’s phased expansion of annual rare earth magnet production capacity, targeting
more than 10,000 metric tons, and positions EM&T as a scaled, non-China source of high-performance rare earth permanent magnets for U.S.
defense, unmanned aircraft systems (UAS), and automotive supply chains across the United States and allied markets.
Showcase Highlights:
| ● | Largest high-performance rare earth magnet facility in production outside China, located in Pohang, South Korea |
| | | |
| ● | Phased expansion targeting more than 10,000 metric tons of annual rare earth magnet production capacity |
| | | |
| ● | Positioned ahead of DFARS 252.225-7052, effective January 1, 2027, restricting Chinese-origin rare earth magnets in qualifying U.S.
defense systems |
| | | |
| ● | Follows the August 13, 2026 White House proclamation imposing a 100 percent tariff on the most sensitive foreign unmanned aircraft
and certain parts |
| | | |
| ● | Strategic offtake and trade discussions with defense and automotive commercial partners on site |
| | | |
| ● | Live magnet making, guided production-line tours, and an executive operational briefing on December 17, 2026 |
The operational showcase and ribbon-cutting
ceremony will take place from 1:00 p.m. to 4:00 p.m. (KST) at the Company’s Pohang facility (46, Blue Seoro 2-gil,
Donghae-myeon, Nam-gu, Pohang-si, Gyeongsangbuk-do, Republic of Korea). Confirmed attendees include senior government dignitaries,
institutional investors, defense and automotive commercial partners, Company leadership, and international media. The program will
feature an executive operational briefing, guided technical tours of active production lines and live magnet making, formal
addresses by visiting dignitaries, and a ribbon-cutting ceremony. The afternoon will conclude with executive interviews, bilateral
discussions to explore strategic offtake and trade opportunities, and an executive networking reception featuring live music and
traditional Korean barbecue. A live webcast of the executive operational briefing will be available at
investors.evolution-metals.com.

“On December 17, we will publicly inaugurate
what we believe is the largest high-performance magnet facility in production outside of China,” said David Wilcox, Executive Chairman
of EM&T. “This is a first step in taking production the Company has already proven in Korea to the next level. With DFARS 252.225-7052
taking effect on January 1, 2027 to restrict Chinese-origin rare earth magnets in qualifying U.S. defense systems, and following the August
13, 2026, White House proclamation imposing a 100 percent tariff on the most sensitive foreign unmanned aircraft and certain parts, the
demand for secure supply chains is urgent. EM&T is built to serve as that definitive manufacturing solution for the United States
and its partnered commercial markets. Pohang is where that solution is already running at commercial scale, and it is the platform from which we
will build in the United States.”
“Our Pohang facility represents the operational foundation for
EM&T’s next phase of commercial growth,” said Frank Moon, Chief Executive Officer of EM&T. “The plant is intended
to support the expansion of annual rare earth magnet production to more than 10,000 metric tons per annum, from the operating base the
Company already runs in Korea. That is the scale this next stage of production requires. Defense, unmanned aircraft, and automotive customers
are seeking secure, non-China magnet supply, and Pohang is where EM&T is producing it today.”
To attend the event in Pohang, South Korea, please RSVP to
RSVP@evolution-metals.com.
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 ribbon-cutting ceremony on Thursday, December 17, 2026, including its timing, format, attendance,
program, and live magnet making; the Company’s characterization of the Pohang facility; the planned expansion of annual rare earth magnet
production capacity in Pohang toward approximately 10,000 metric tons; the January 1, 2027 effective date and scope of DFARS 252.225-7052
and the Company’s ability to help address related sourcing needs; the August 13, 2026 White House proclamation on unmanned aircraft systems
and its parts and components, and the demand for rare earth permanent magnets that may result; the Company’s planned U.S. buildout; and
EM&T’s strategy, business plans, and growth opportunities. These forward-looking statements, together with terms such as anticipate,
expect, intend, may, will, should, believe, plan, 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, changes to the event date, time, program,
venue, or attendance; delays in facility readiness, equipment installation, or commissioning; the Company’s ability to conduct live magnet
making as planned; changes in the DFARS 252.225-7052 effective date, scope, or waiver practices; changes in tariff rates, scope, or timing
applicable to unmanned aircraft and their parts; the availability of feedstock, working capital, and customer qualifications; the Company’s
ability to execute its planned U.S. 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