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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):
November 6, 2026
Greenland Mines Ltd.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
| 001-41340 |
|
86-2727441 |
| (Commission File Number) |
|
(IRS Employer Identification No.) |
1300 South Boulevard, Suite D
Charlotte, NC 28203
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including
area code (833) 931-6330
(Former name or 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:
| ☐ |
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 |
|
GRML |
|
The Nasdaq Stock Market LLC |
| Warrants |
|
GRMLW |
|
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 (§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 1.01 Entry into a Material Definitive Agreement
On November 6, 2026, Greenland Mines Ltd (the
“Company”) entered into a Subscription Agreement with Battery Mineral Resources Corp. (“BMR”) to purchase 7,000,000
shares of BMR common stock at C$0.20 per share, and tendered the aggregate purchase price of C$1,400,00.
The Subscription Agreement contains
customary representations, warranties and agreements by the parties and closing is subject to approval by the TSX Venture Exchange.
If closing has not occurred within 60 days, the Company may terminate the Subscription Agreement and recover the amount tendered without
interest.
The foregoing description of the Subscription Agreement does not purport
to be complete and is qualified in its entirety by reference to the full text of the Subscription Agreement, which is filed as Exhibit
10.1 to this Current Report on Form 8-K filed and is incorporated herein by reference.
Item 3.02 Unregistered Sales of Equity Securities
The disclosure set forth in Item 8.01 of this Current Report on Form
8-K is incorporated herein by reference. On November 6, 2026, the Company issued 1,133,268 shares of its common stock to AnorTech pursuant
to the Option. The shares were issued in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act
of 1933, as amended, and/or Rule 506 of Regulation D promulgated thereunder. The shares were issued without general solicitation or advertising.
Item 8.01 Other Events
On November 6, 2026, the Company purchased,
pursuant to an option (the “Option”) contained in the Share Exchange Agreement dated June 15, 2026 between the Company
and AnorTech Inc.(“AnorTech”), a total of 25,168,669 shares of AnorTech common stock for a total purchase price
C$7,550,601. The Company paid the purchase price by issuing to AnorTech a total of 1,133,268 newly issued shares of the
Company’s common stock.
A copy of the June 15, 2026 Share Exchange Agreement can be found in
the Company’s Form 8-K Current Report filed with the Securities and Exchange Commission on June 22, 2026.
Item 9.01 Financial Statements and Exhibits.
| Exhibits |
|
Description |
| 10.1 |
|
Subscription Agreement |
| 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: November 12, 2026 |
GREENLAND MINES LTD. |
| |
|
|
| |
By: |
/s/ Joseph Sinkule |
| |
Name: |
Joseph Sinkule |
| |
Title: |
Chief Executive Officer |