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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): April
21, 2026
Commission File Number: 333-174194
| GRAPHENE & SOLAR TECHNOLOGIES LIMITED |
| (Exact name of registrant as specified in its charter) |
| colorado |
|
27-2888719 |
| (State or other jurisdiction of incorporation or organization) |
|
(I.R.S. Employer Identification No.) |
11201 North Tatum Blvd., Suite 300
Phoenix, AZ 85028
(Address of principal executive offices, including
Zip Code)
(602) 388-8335
(Issuer’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 2459.244a-12)
☐ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 2459.244d-2(b))
☐ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 2459.243e-4c))
Securities registered pursuant to Section 12(b) of the Act.
| Title of Each Class |
|
Trading Symbol |
|
Name of Each Exchange on which registered |
| NONE |
|
NONE |
|
NONE |
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.
On April 21, 2026, David Halstead resigned as Chief
Financial Officer and as a member of the Board of Directors (the "Board") of Graphene & Solar Technologies Limited (the
"Company"), effective April 21, 2026.
David Halstead's resignation is not the result of
any disagreement or issues relating to the Company's operations, policies, or practices.
On April 21, 2026, the Board of Directors of the Company
appointed Kristine Woo to serve as the Company’s interim Chief Financial Officer, effective immediately. The Company plans to promptly
initiate a search for a permanent successor to be Chief Financial Officer.
Kristine Woo will receive compensation consistent
with the Company's executive compensation policies.
There are no arrangements or understandings between
Kristine Woo and any other person pursuant to which she was selected as interim Chief Financial Officer, no family relationships with
any director or executive officer of the Company, and no transactions requiring disclosure under Item 404(a) of Regulation S-K.
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.
GRAPHENE & SOLAR TECHNOLOGIES LIMITED
Date: April 23, 2026
By: /s/ Jason May
Name: Jason May
Title: Chief Executive Officer and Director