[S-8 POS] Piedmont Lithium Inc. SEC Filing

Rhea-AI Filing Summary

Piedmont Lithium Inc. filed a Post-Effective Amendment to its Registration Statement on Form S-8 (originally filed May 25, 2021) that had registered 3,000,000 shares of common stock under the Piedmont Lithium Inc. Stock Incentive Plan. On August 29, 2025, Merger Sub merged into Piedmont with Piedmont surviving as a wholly owned subsidiary of Sayona Mining Limited pursuant to the Agreement and Plan of Merger dated November 18, 2024 (as amended April 22, 2025). As a result of the Merger, Piedmont terminated all offers and sales of the securities registered under that Registration Statement and is deregistering all Shares that remained unsold or unissued as of the date of this amendment. The Registration Statement is amended to reflect the deregistration and the Registrant has terminated the effectiveness of the Registration Statement.

Positive

• Post-effective amendment completed to deregister the S-8 shares that remained unsold or unissued
• Merger closed on August 29, 2025, with Piedmont surviving as a wholly owned subsidiary of Sayona

Negative

• None.

Insights

M&A Specialist

TL;DR: Post-merger housekeeping: Piedmont deregistered unsold S-8 shares after becoming a Sayona subsidiary.

This filing documents the routine post-closing administrative step of removing from registration the 3,000,000 shares that were registered under the S-8 and remained unsold or unissued at the termination of the offering. The Merger completed on August 29, 2025 resulted in Piedmont becoming a wholly owned subsidiary of Sayona, which terminated offers and sales under the Registration Statement; the company filed this post-effective amendment to deregister and terminate the Registration Statement's effectiveness in accordance with its prior undertaking.

Corporate Governance Expert

TL;DR: Filing records compliance with a contractual undertaking to deregister unsold S-8 shares after the merger.

The amendment reflects compliance with the Registrant's undertaking in the original Registration Statement to remove unsold registered shares by post-effective amendment upon termination of the offering. The document is signed by the company's Secretary and cites Rule 478 to indicate no additional signatures are required. This is a procedural governance action following the Merger rather than a disclosure of new operational or financial metrics.

As filed with the Securities and Exchange Commission on August 29, 2025

Registration No. 333-256454

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 1

TO

FORM S-8 REGISTRATION STATEMENT NO. 333-256454

UNDER

THE SECURITIES ACT OF 1933

Piedmont Lithium Inc.

(Exact name of registrant as specified in its charter)

Delaware		36-4996461
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)

42 E Catawba Street

Belmont, North Carolina 28012

(Address of Principal Executive Offices) (Zip Code)

Piedmont Lithium Inc. Stock Incentive Plan

(Full title of the plan)

Timothy Palmer

42 E Catawba Street

Belmont, North Carolina 28012

(Name and address of agent for service)

(704) 461-8000

(Telephone number, including area code, of agent for service)

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☑	Smaller reporting company	☑
		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 7(a)(2)(B) of the Securities Act.  ☐

EXPLANATORY NOTE

DEREGISTRATION OF SECURITIES

This Post-Effective Amendment (the “Post-Effective Amendment”) relates to the following Registration Statement on Form S-8 (the “Registration Statement”) of Piedmont Lithium Inc., a Delaware corporation (the “Registrant”), which was previously filed by the Registrant with the U.S. Securities and Exchange Commission (the “SEC”):

1. Registration Statement on Form S-8 (File No. 333-256454) filed with the SEC on May 25, 2021, registering 3,000,000 shares of common stock, par value $0.0001 per share, of the Registrant (“Common Stock”) for future issuance pursuant to the Piedmont Lithium Inc. Stock Incentive Plan.

On August 29, 2025, pursuant to the Agreement and Plan of Merger, dated as of November 18, 2024, (as subsequently amended on April 22, 2025, and as it may be further amended from time to time) by and among Sayona Mining Limited, an Australian public company limited by shares (“Sayona”), Shock MergeCo Inc., a Delaware corporation and a wholly owned subsidiary of Sayona (“Merger Sub”), and the Registrant, Merger Sub merged with and into the Registrant, with the Registrant surviving as a wholly owned subsidiary of Sayona (the “Merger”).

As a result of the Merger, the Registrant terminated all offers and sales of its securities registered pursuant to the Registration Statement. By filing this Post-Effective Amendment, the Registrant is hereby deregistering all shares of Common Stock (the “Shares”) registered but unsold or otherwise unissued under the Registration Statement as of the date hereof. This Post-Effective Amendment is being filed in accordance with an undertaking made by the Registrant in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the Shares that had been registered under the Registration Statement that remain unsold at the termination of the offering. The Registration Statement is hereby amended, as appropriate, to reflect the deregistration of all such Shares; and the Registrant hereby terminates the effectiveness of the Registration Statement.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Post-Effective Amendment to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Brisbane, Australia, on August 29, 2025.

	PIEDMONT LITHIUM INC.
	By:	/s/ Dylan Roberts
	Name:	Dylan Roberts
	Title:	Secretary

Note: Pursuant to Rule 478 under the Securities Act of 1933, as amended, no other person is required to sign this Post-Effective Amendment.