Two Sky Quarry (NASDAQ: SKYQ) directors resign without reported disputes

Rhea-AI Filing Summary

Sky Quarry Inc. reported that directors Todd Palin and Leo Womack resigned from its Board of Directors, effective January 28, 2026. The company stated that neither resignation resulted from any disagreement regarding its operations, policies, or practices. Sky Quarry publicly thanked both individuals for their service and contributions to the Board.

8-K Event Classification

2 items: 5.02, 9.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

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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): January 28, 2026

SKY QUARRY INC.

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization) 001-42296 (Commission File Number) 84-1803091 (IRS Employer Identification No.)

707 W. 700 South, Suite 1

Woods Cross, UT 84087

(Address of principal executive office) (Zip Code)

(424) 394-1090

(Registrants’ 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 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
Common Stock, par value $0.0001	SKYQ	Nasdaq Capital Market

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 January 28, 2026, Todd Palin and Leo Womack each resigned from the Board of Directors (the “Board”) of Sky Quarry, Inc. (the “Company”), effective as of January 28, 2026. The Company thanks Mr. Palin and Mr. Womack for their respective service and contributions to the Board.

Each of Mr. Palin’s and Mr. Womack’s resignations was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.       

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.		Description
104		The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

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 thereunto duly authorized.

	Sky Quarry Inc.
Dated: February 2, 2026	By:	/s/ Marcus Laun
	Name:	Marcus Laun
	Title:	Interim Chief Executive Officer and President

FAQ

What did Sky Quarry Inc. (SKYQ) announce in this 8-K filing?

Sky Quarry Inc. announced that directors Todd Palin and Leo Womack resigned from its Board of Directors effective January 28, 2026. The company stated the resignations were not due to disagreements over operations, policies, or practices and expressed appreciation for their Board service.

When did Todd Palin and Leo Womack resign from Sky Quarry’s Board?

Todd Palin and Leo Womack resigned from Sky Quarry’s Board of Directors effective January 28, 2026. This date is both the effective resignation date and the earliest event date referenced, and the company clarified there were no disagreements underlying their decisions to resign.

Did Sky Quarry Inc. report any disagreements with the resigning directors?

Sky Quarry Inc. specifically stated that the resignations of Todd Palin and Leo Womack were not the result of any disagreement with the company. This covered all matters relating to operations, policies, or practices, indicating the departures are characterized as non-disputatious governance changes.

What reasons were given for the Board resignations at Sky Quarry (SKYQ)?

The filing did not cite specific personal or business reasons, but it clearly stated the resignations were not due to disagreements over operations, policies, or practices. Sky Quarry emphasized gratitude for Todd Palin’s and Leo Womack’s service and contributions to the Board of Directors.

Who signed the Sky Quarry 8-K reporting the director resignations?

The 8-K was signed on behalf of Sky Quarry Inc. by Marcus Laun, who is identified as Interim Chief Executive Officer and President. His signature indicates company authorization of the disclosure relating to the Board resignations and associated exhibit information in the report.

What securities of Sky Quarry are listed on a national exchange?

The filing notes that Sky Quarry’s common stock, with a par value of $0.0001, is listed on the Nasdaq Capital Market under the trading symbol SKYQ. This establishes that the company’s equity securities are registered pursuant to Section 12(b) of the Exchange Act.