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Graphene & Solar (OTC: GSTX) gets $45M California tax credit for solar plans

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Graphene & Solar Technologies Limited reported that its wholly owned U.S. manufacturing subsidiary, The Quartz & Silicon Materials Company Limited (QSM USA), has been awarded a $45,000,000 California Competes Tax Credit. The five-year award comes from the California Office of Business and Economic Development.

The tax credit is intended to support the company’s planned silicon ingot and silicon wafer manufacturing projects in California, aimed at expanding its solar-related manufacturing footprint. The award terms are set out in a Tax Credit Allocation Agreement, which the company entered into and attached as an exhibit, along with a press release describing the award.

Positive

  • $45,000,000 California Competes Tax Credit awarded to QSM USA over five years, potentially reducing project costs for planned silicon ingot and silicon wafer manufacturing facilities.

Negative

  • None.

Insights

$45M tax credit strengthens GSTX’s California solar plans.

Graphene & Solar Technologies secured a $45,000,000 California Competes Tax Credit for its QSM USA subsidiary. The five-year award is tied to silicon ingot and silicon wafer manufacturing projects, indicating state-level support for its planned solar manufacturing expansion.

The value comes as an offset to future California tax liabilities rather than direct cash, but it can materially lower effective project costs. Impact ultimately depends on QSM USA executing the planned facilities and generating sufficient taxable income to fully utilize the credit over the award period.

The attached Tax Credit Allocation Agreement governs conditions and performance requirements, while the press release offers additional project details. Subsequent company disclosures covering progress on the California facilities and utilization of the credit will clarify how much of the $45,000,000 benefit is realized over the five-year term.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
California Competes Tax Credit $45,000,000 Awarded to QSM USA over five years for California projects
Awarding authority California Office of Business and Economic Development Agency granting the $45,000,000 tax credit
Agreement exhibit Exhibit 10.1 Tax Credit Allocation Agreement attached to the report
Press release exhibit Exhibit 99.1 Press release dated June 23, 2026 describing the award
Award period Five years Duration of the California Competes Tax Credit award
Key date June 23, 2026 Date the company announced QSM USA received the tax credit
Material Definitive Agreement regulatory
"Item 1.01 Entry Into a Material Definitive Agreement."
A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.
California Competes Tax Credit financial
"has been awarded a forty-five million dollar ($45,000,000) California Competes Tax Credit"
Tax Credit Allocation Agreement regulatory
"A copy of the Tax Credit Allocation Agreement for the award is attached as Exhibit 10.1"
Emerging growth company regulatory
"Emerging growth company 1 1.01 Entry Into a Material Definitive Agreement."
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Other Events regulatory
"Item 8.01 Other Events On June 23, 2026, Graphene & Solar Technologies Limited issued a press release"
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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 24, 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.  ☐

 1

 

 

1.01 Entry Into a Material Definitive Agreement.

 

On June 23, 2026, Graphene & Solar Technologies Limited (OTCID: GSTX) (the "Company") announced that its wholly owned U.S. manufacturing subsidiary, The Quartz & Silicon Materials Company Limited ("QSM USA"), has been awarded a forty-five million dollar ($45,000,000) California Competes Tax Credit through the California Office of Business and Economic Development. The five-year award supports the Company's planned silicon ingot and silicon wafer manufacturing projects.

 

A copy of the Tax Credit Allocation Agreement for the award is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. Readers should review the Tax Credit Allocation Agreement for a complete understanding of the terms and conditions of the transaction described above.

 

Item 8.01 Other Events

 

On June 23, 2026, Graphene & Solar Technologies Limited issued a press release titled "GSTX Subsidiary Awarded $45,000,000 Tax Credit for Its Two Planned California Solar Manufacturing Projects," which is attached as Exhibit 99.1 hereto.

 

The information in this Item 8.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Item 8.01 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as otherwise expressly stated in such filing

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit No. Description
10.1 Tax Credit Allocation Agreement
99.1 Press Release dated June 23, 2026

 

 2

 

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: June 24, 2026

 

 

By: /s/ Jason May

Name: Jason May

Title: Chief Executive Officer and Director

 3

 Exhibit 99.1

 

 1

 

 

 2

 

Source: View Original Filing on SEC EDGAR

FAQ

What did Graphene & Solar Technologies (GSTX) announce in this 8-K?

Graphene & Solar Technologies announced that its subsidiary QSM USA received a $45,000,000 California Competes Tax Credit over five years, supporting planned silicon ingot and silicon wafer manufacturing projects in California through state tax incentives.

How large is the California tax credit awarded to GSTX’s subsidiary?

QSM USA was awarded a $45,000,000 California Competes Tax Credit. This five-year incentive is designed to offset California tax liabilities and support the company’s planned silicon ingot and silicon wafer manufacturing projects tied to its solar manufacturing strategy.

Which Graphene & Solar Technologies subsidiary received the tax credit?

The tax credit went to The Quartz & Silicon Materials Company Limited (QSM USA), a wholly owned U.S. manufacturing subsidiary of Graphene & Solar Technologies, which is planning silicon ingot and silicon wafer manufacturing projects for solar-related production in California.

What projects will GSTX’s $45 million tax credit support?

The $45,000,000 California Competes Tax Credit supports QSM USA’s planned silicon ingot and silicon wafer manufacturing projects in California. These facilities are expected to expand the company’s solar manufacturing capabilities if developed as contemplated in the tax credit agreement.

Where can investors find the detailed terms of GSTX’s tax credit award?

The detailed terms are contained in a Tax Credit Allocation Agreement attached as Exhibit 10.1. Graphene & Solar Technologies states that readers should review this agreement for a complete understanding of the award’s conditions and related obligations.

Did Graphene & Solar Technologies issue a press release about the tax credit?

Yes. Graphene & Solar Technologies issued a press release titled “GSTX Subsidiary Awarded $45,000,000 Tax Credit for Its Two Planned California Solar Manufacturing Projects”, attached as Exhibit 99.1 and furnished under Item 8.01 as other events information.

Filing Exhibits & Attachments

17 documents

Press Releases

Other Documents