Stardust Power Inc. (SDST) SEC filings document the regulatory record of a public company developing battery-grade lithium carbonate and a proposed lithium refinery in Muskogee, Oklahoma. For this company, the most relevant disclosures often involve project development, commercial agreements, financing arrangements, warrants, equity issuances, and Nasdaq listing compliance.
Quarterly reports on Form 10-Q are important because they describe operating and financial results, accounting treatment for warrants, stock-based compensation, and other capital-structure items. Stardust Power filings have described public and private warrants as derivative warrant liabilities measured at fair value, along with restricted stock units and stock option expense. These disclosures help explain how securities issued by the company affect its reported balance sheet and results.
Current reports on Form 8-K are especially important for SDST because the company uses them to report material events. Recent 8-K filings have covered a non-binding offtake letter of intent for battery-grade lithium carbonate, board appointments and resignations, an at-the-market share sales agreement, a convertible note default and share conversion, shareholder voting matters, and a Nasdaq notice concerning continued listing standards.
Proxy and shareholder meeting materials add detail on governance, director elections, and equity incentive plans. Registration statements and financing-related filings can show how the company may raise capital for general corporate purposes. Form 4 insider transaction reports, if filed, may be used to review changes in beneficial ownership by directors, officers, and other reporting persons. Annual reports on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K together provide the core regulatory record for evaluating Stardust Power’s public disclosures.
Registration of up to 1,302,451 shares of Common Stock by selling stockholders via a prospectus supplement to the April 15, 2026 prospectus.
The supplement attaches the Company’s Form 10-Q for the quarter ended March 31, 2026 and updates disclosures including a going concern note. The Form 10-Q shows $1,235,564 in cash, a net loss of $5,234,692 for the three months ended March 31, 2026, and 10,579,727 shares outstanding as of May 13, 2026. The prospectus states the Company is not selling the registered shares and will receive no proceeds from resales; however, the Company may receive up to $17,405,743 if certain warrants described in the filing are exercised for cash.
Stardust Power Inc. files a prospectus supplement registering for resale up to 5,519,087 shares of Common Stock, up to 1,056,659 shares of Common Stock underlying warrants, and up to 5,566,667 Private Warrants by selling securityholders, as updated by the Company’s Form 10-Q for the quarter ended March 31, 2026.
The supplement states the Company will not receive proceeds from these resales (except upon exercise of warrants). The prospectus notes the resale amount represents approximately 91.74% of Common Stock outstanding as of April 28, 2025 (and 93.15% assuming exercise of all warrants). The Form 10-Q discloses a going concern qualification: $1,235,564 cash at March 31, 2026, a three-month net loss of $5,234,692, accumulated deficit of $73,577,276, and that additional financing will be required.
SDST — Notice of proposed sale under Rule 144 and related issuer activity. The excerpt lists a Restricted Stock Unit (RSU) grant vesting event dated 05/15/2026 with 91,636 units shown and a cash election dated 05/19/2026. It also records a reported sale of 3,457 common shares by Chris Celano on 03/20/2026 for $8,022.00. The securities are identified as Common stock traded on Nasdaq.
SDST submitted a Form 144 notice listing the proposed sale of 85,091 shares arising from an RSU grant vesting, to be sold for cash. The filing records a prior sale of 4,507 shares on 03/20/2026 for $10,412. Shares outstanding were 10,580,000 as of 05/19/2026.
Stardust Power Inc. reported first-quarter 2026 results as a development-stage lithium refinery project with no revenue and a net loss of $5.23 million, compared with $3.81 million a year earlier. Cash fell to $1.24 million from $3.48 million at year-end, and stockholders’ deficit widened to $7.87 million.
The company discloses that these losses, limited cash and expected spending create substantial doubt about its ability to continue as a going concern. To address liquidity, it has a $15 million senior secured convertible note facility, a $10 million equity purchase agreement with B. Riley and a $5 million at-the-market sales program, and continues investing in its planned Muskogee, Oklahoma lithium refinery and related supply and technology agreements.
Stardust Power Inc. entered into an At Market Issuance Sales Agreement with B. Riley Securities Inc., allowing it to sell from time to time up to $5,000,000 of common stock on the Nasdaq Capital Market. Shares will be issued under the company’s existing Form S-3 shelf registration. B. Riley will act as sales agent or principal and receive a customary commission. Stardust Power plans to use any net proceeds for general corporate purposes.
Stardust Power Inc. is offering shares of its common stock having an aggregate offering price of up to $5,000,000 in an "at-the-market" offering under a Sales Agreement with B. Riley Securities, Inc. dated May 8, 2026.
The sales may occur from time to time at prevailing market prices on Nasdaq (ticker: SDST) or in negotiated transactions; the Agent may also buy shares as principal. The Agent may receive commissions up to 3.0% when acting as agent and up to 5.0% when purchasing as principal. Proceeds are for general corporate purposes. The prospectus states the Company had 10,385,366 shares outstanding as of April 30, 2026 (public float approximately $29.3 million), and discloses continuing going-concern risk and the Company’s development-stage plan for a lithium refinery in Muskogee, Oklahoma with planned capacity of up to 50,000 metric tons per annum of BGLC when fully operational.
Stardust Power Inc. received notice from Nasdaq that it no longer meets the Nasdaq Capital Market’s continued listing standards, including the $35 million market value of listed securities requirement maintained for 30 consecutive business days. The company has 180 calendar days, until October 21, 2026, to regain compliance by meeting any of Nasdaq Listing Rule 5550(b)’s alternative standards for equity, market value, or net income. The notice does not immediately affect trading of its common stock or warrants. Separately, Stardust Power’s proposed Lithium Refinery Project received expressions of support from the Oklahoma Governor’s Office and the Oklahoma Department of Commerce, citing the state’s energy hub status and potential for jobs and capital investment.
Stardust Power Inc. is asking stockholders to vote at its virtual 2026 Annual Meeting on June 2, 2026. Investors will elect six directors, ratify KNAV CPA LLP as auditor for 2026, and approve share issuances tied to a financing with Lind Global Asset Management XIII LLC.
The Lind deal allows up to $15 million in senior secured convertible notes and related warrants, which the company estimates could result in roughly 2.7 million conversion shares plus up to about 1.59 million warrant shares, potentially exceeding 20% of current outstanding shares and diluting existing holders.
Stockholders are also being asked to approve a charter amendment clarifying that directors may be removed with or without cause, and an amendment and restatement of the 2024 Equity Incentive Plan that adds 2,600,000 shares and extends the plan’s term.
Stardust Power Inc. announced a non-binding Letter of Intent with a single institutional investor outlining a framework for up to $150 million of project-level financing for its planned lithium refinery in Muskogee, Oklahoma. The potential investment may be structured across equity, debt, or hybrid instruments and is intended to complement funding from other investors while helping shape long-term capital plans.
The refinery is designed to produce up to 50,000 metric tons per annum of battery-grade lithium carbonate, in two phases of about 25,000 metric tons per year each. Stardust Power has completed a FEL-3 engineering study, obtained key permits including an air permit from the Oklahoma Department of Environmental Quality, and continues broader project-level financing discussions, but the LOI remains subject to due diligence and definitive agreements.