SunHydrogen (HYSR) inks €2,000,000 technology and pilot manufacturing pact with CTF Solar

Rhea-AI Filing Summary

SunHydrogen, Inc. entered into a Technology and Manufacturing Services Agreement with CTF Solar GmbH on February 9, 2026. Under this two-year agreement, CTF will provide engineering, process development, pilot manufacturing and related services, including pilot manufacture and delivery of modules, on a fee-for-service basis.

The agreement provides for total fees of up to €2,000,000 (approximately $2,370,000), paid based on milestones and deliverables. SunHydrogen agreed to make an advance payment of €500,000, which will be credited against future payments. Either party may terminate the agreement under certain conditions, including material breach or technical infeasibility, with SunHydrogen obligated to pay for services performed and certain costs incurred up to the termination date.

Insights

Renewable energy commercialization analyst

SunHydrogen secures a defined, milestone-based path for pilot module manufacturing with CTF Solar.

SunHydrogen, Inc. has signed a two-year Technology and Manufacturing Services Agreement with CTF Solar GmbH, covering engineering, process development, and pilot manufacture of modules. The arrangement is fee-for-service with total fees up to €2,000,000, providing a structured framework for advancing its technology toward manufacturable prototypes.

The payment structure is milestone- and deliverable-based, with an initial €500,000 advance credited against future payments. This links cash outlays to tangible progress, but the company remains committed to pay for services performed and specified costs if the project is later terminated, including if it proves technically infeasible.

Termination rights for both parties on material breach or technical infeasibility introduce an explicit checkpoint on project viability. Future disclosures on milestone achievements, use of the pilot-manufactured modules, and any exercise of termination rights will be important to understand how effectively this agreement supports SunHydrogen’s technology roadmap.

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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): February 9, 2026

SUNHYDROGEN, INC.

(Exact name of registrant as specified in its charter)

Nevada		000-54437		26-4298300
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

BioVentures Center, 2500 Crosspark Road

Coralville, IA 52241

(Address of principal executive offices and Zip Code)

Registrant’s telephone number, including area code: (805) 966-6566

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 (see General Instruction A.2. below):

☐ 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
Not applicable		Not applicable		Not applicable

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b2 of the Securities Exchange Act of 1934 (§240.12b2 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 February 9, 2026, SunHydrogen, Inc. (the “Company”) entered into a Technology and Manufacturing Services Agreement (the “Services Agreement”) with CTF Solar GmbH (“CTF”).

Under the Services Agreement, CTF agreed, on a fee-for-service basis, to provide certain engineering, process development, pilot manufacturing, and related services to the Company, including the pilot manufacture and delivery of modules.

The Services Agreement has a two-year term and provides for total fees of up to €2,000,000 (approximately $2,370,000), payable based on milestones and deliverables. The Company agreed to make an advance payment of €500,000, which will be credited against future payments.

The Services Agreement may be terminated by either party under certain circumstances, including for material breach or if the project is determined to be technically infeasible, subject to notice provisions. Upon termination, the Company will be required to pay for services performed and certain costs incurred up to the termination date.

The foregoing description of the Services Agreement does not purport to be complete and is subject to, and qualified in its entirety by reference to the complete text of the Services Agreement, which is filed herewith as Exhibit 10.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number		Description
10.1*		Services Agreement
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Portions of this agreement have been omitted.

1

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. 

	SUNHYDROGEN, INC.
Date: February 13, 2026	/s/ Timothy Young
	Timothy Young
	Chief Executive Officer

2

FAQ

What agreement did SunHydrogen (HYSR) enter into with CTF Solar GmbH?

SunHydrogen entered into a two-year Technology and Manufacturing Services Agreement with CTF Solar GmbH. CTF will provide engineering, process development, pilot manufacturing, and related services, including pilot manufacture and delivery of modules, on a fee-for-service basis under defined milestones and deliverables.

What is the maximum fee SunHydrogen (HYSR) will pay under the CTF Solar agreement?

The agreement provides for total fees of up to €2,000,000, approximately $2,370,000. These amounts are payable based on milestones and deliverables. This caps the contractual financial commitment while linking payments to progress on engineering, process development, and pilot module manufacturing work.

What advance payment is required from SunHydrogen (HYSR) under the CTF Solar deal?

SunHydrogen agreed to make an advance payment of €500,000 under the Services Agreement. This advance will be credited against future milestone-based payments, effectively pre-funding part of the work while still preserving the overall cap of up to €2,000,000 in total fees.

How long is the term of SunHydrogen’s (HYSR) Technology and Manufacturing Services Agreement?

The Services Agreement between SunHydrogen and CTF Solar has a two-year term. During this period, CTF is engaged to provide engineering, process development, and pilot manufacturing services, including pilot modules, under a structured, milestone-based, fee-for-service framework agreed by the parties.

Under what conditions can the SunHydrogen (HYSR) and CTF Solar agreement be terminated?

The agreement may be terminated by either party under certain circumstances, including material breach or if the project is determined to be technically infeasible. Upon termination, SunHydrogen must pay for services performed and certain costs incurred up to the termination date, per the contract terms.

Where can investors find the full text of SunHydrogen’s (HYSR) Services Agreement with CTF Solar?

The complete text of the Technology and Manufacturing Services Agreement is filed as Exhibit 10.1 to SunHydrogen’s current report. The 8-K indicates that the summary is qualified in its entirety by reference to this exhibit, which contains the detailed contractual provisions and conditions.

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 SERVICES AGREEMENT 166.0 KB

Other Documents

• EX-101 XBRL SCHEMA FILE 3.0 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB