Sky Quarry (Nasdaq: SKYQ) nets $13,528,940 from completed ATM stock program

Rhea-AI Filing Summary

Sky Quarry Inc. reports that between April 2026 and June 2026 it sold the full aggregate amount of common stock available under its at-the-market equity offering program pursuant to its current prospectus supplement to an effective Form S-3 shelf registration statement.

In total, the company issued approximately 4,408,137 shares of common stock under the program, generating aggregate net proceeds of approximately $13,528,940. This included 52,485 shares sold through Cantor Fitzgerald & Co. for net proceeds of approximately $1,306,941 and 4,355,652 shares sold through Muriel Siebert & Co., LLC for net proceeds of approximately $12,221,999. Share amounts for sales before the March 15, 2026 1-for-8 reverse stock split have been adjusted to reflect the split.

Filing Explained

The completed ATM issuance reduced existing holders’ percentage ownership and delivered approximately $13,528,940 in net proceeds to the company.

Sky Quarry completed the ATM sales and issued approximately 4,408,137 shares, which increases total shares and reduces existing holders’ percentage ownership absent offsetting changes.

An at-the-market program sells new shares gradually at prevailing market prices, while an S-3 shelf provides capacity for future registered sales; the filing states this program’s available amount was sold.

The reported share count is adjusted for the 1-for-8 reverse stock split effective March 15, 2026; that split consolidates shares and raises the per-share price proportionally without changing company value by itself.

8-K Event Classification

Item 7.01 — Regulation FD Disclosure

1 item

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Key Figures

Shares issued under ATM Program: 4,408,137 shares Net proceeds from ATM Program: $13,528,940 Shares sold through Cantor Fitzgerald & Co.: 52,485 shares +6 more

9 metrics

Shares issued under ATM Program 4,408,137 shares Aggregate shares of Common Stock issued under the ATM Program

Net proceeds from ATM Program $13,528,940 Aggregate net proceeds to the company from ATM sales

Shares sold through Cantor Fitzgerald & Co. 52,485 shares Common Stock sold via Cantor under the original Sales Agreement

Net proceeds via Cantor $1,306,941 Net proceeds from shares sold through Cantor

Shares sold through Muriel Siebert & Co., LLC 4,355,652 shares Common Stock sold via Siebert under the Amended and Restated Sales Agreement

Net proceeds via Siebert $12,221,999 Net proceeds from shares sold through Siebert

ATM capacity under Prior Prospectus Supplement $4,700,000 Aggregate sales price capacity under the January 12, 2026 prospectus supplement

ATM capacity under Current Prospectus Supplement $12,600,000 Aggregate sales price capacity under the April 22, 2026 prospectus supplement

Reverse stock split ratio 1-for-8 Reverse stock split effective March 15, 2026 used to adjust share amounts

Key Terms

at-the-market equity offering program, shelf registration statement on Form S-3, Controlled Equity Offering Sales Agreement, Amended and Restated Sales Agreement, +2 more

6 terms

at-the-market equity offering program financial

"pursuant to its at-the-market equity offering program (the "ATM Program")"

A program that lets a company sell newly issued shares directly into the open market at whatever the current trading price is, usually through a broker, and do so gradually over time instead of all at once. Investors care because it can dilute existing ownership and put steady selling pressure on the stock price, while giving the company a flexible, on-demand way to raise cash — like adding small amounts of water to a pool rather than dumping in a bucket.

shelf registration statement on Form S-3 regulatory

"its effective shelf registration statement on Form S-3 (File No. 333-291721)"

A shelf registration statement on Form S-3 is a pre-approved filing with the Securities and Exchange Commission that lets an eligible public company register securities in advance and sell them later in one or more offerings without repeating the full registration process. Think of it like a pre-approved funding line: it gives management the flexibility to raise capital quickly when market conditions are right, a move that can affect share supply, dilution and investor returns, so investors monitor it as a signal of potential financing activity.

Controlled Equity Offering Sales Agreement financial

"pursuant to the Controlled Equity Offering Sales Agreement, dated January 12, 2026"

Amended and Restated Sales Agreement financial

"entered into an Amended and Restated Sales Agreement (the "A&R Sales Agreement")"

reverse stock split financial

"prior to the effectiveness of the Company’s 1-for-8 reverse stock split on March 15, 2026"

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

Regulation FD Disclosure regulatory

"Item 7.01 Regulation FD Disclosure."

Regulation FD disclosure requires public companies to share important, market-moving information with everyone at the same time instead of tipping off analysts or large investors first. Think of it as making sure all players on a field hear the same announcement simultaneously; that fairness helps investors trust that stock prices reflect the same information and reduces the risk of sudden, unfair trading advantages or regulatory penalties for selective leaks.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 07/30/2026 - 04:23 PM Accepted by SEC EDGAR 07/30/2026 - 04:23 PM Learn about SEC filing dates

FAQ

What did Sky Quarry Inc. (SKYQ) disclose about its at-the-market equity offering program?

Sky Quarry disclosed that it sold the full aggregate amount of common stock available under its at-the-market equity offering program between April and June 2026, using its current prospectus supplement linked to an effective Form S-3 shelf registration.

How many shares did Sky Quarry Inc. (SKYQ) sell under the ATM program and what proceeds resulted?

Sky Quarry sold approximately 4,408,137 shares of common stock under its ATM program, generating aggregate net proceeds of approximately $13,528,940. All share amounts are presented on a basis adjusted for the company’s March 15, 2026 reverse stock split.

Which sales agents handled Sky Quarry Inc. (SKYQ)'s ATM transactions and how were sales divided?

ATM sales were handled first by Cantor Fitzgerald & Co. and later by Muriel Siebert & Co., LLC. Cantor sold 52,485 shares for net proceeds of about $1,306,941, while Siebert sold 4,355,652 shares for about $12,221,999 in net proceeds.

How did Sky Quarry Inc. (SKYQ) change its ATM capacity in 2026?

Sky Quarry initially had ATM capacity of up to $4,700,000 in common stock under a January 12, 2026 prospectus supplement. On April 22, 2026, a new prospectus supplement increased the aggregate sale price capacity to up to $12,600,000, inclusive of remaining prior capacity.

How did the reverse stock split affect Sky Quarry Inc. (SKYQ)'s reported ATM share amounts?

Sky Quarry completed a 1-for-8 reverse stock split effective March 15, 2026. Share amounts related to ATM sales that occurred before this date have been retrospectively adjusted so that all reported ATM share figures reflect the post-split share count basis.

0001812447 false 0001812447 2026-07-30 2026-07-30

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): July 30, 2026

SKY QUARRY INC.

(Exact name of registrant as specified in its charter)

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

707 W. 700 South, Suite 105

Woods Cross, UT 84087

(Address of principal executive office) (Zip Code)

(424) 394-1090

(Registrant’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 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 7.01 Regulation FD Disclosure.

During the period between April 2026 and June 2026, Sky Quarry Inc. (the “Company”), pursuant to its at-the-market equity offering program (the “ATM Program”), successfully sold the full aggregate offering amount of its common stock, par value $0.0001 per share (the “Common Stock”), available under the Company’s prospectus supplement, dated April 22, 2026 (the “Current Prospectus Supplement”), to its effective shelf registration statement on Form S-3 (File No. 333-291721) (the “Registration Statement”).

The ATM Program was established pursuant to the Controlled Equity Offering Sales Agreement, dated January 12, 2026 (the “Sales Agreement”), by and between the Company and Cantor Fitzgerald & Co. (“Cantor”). In connection therewith, the Company filed with the U.S. Securities and Exchange Commission (the “SEC”) a prospectus supplement to its Registration Statement, dated January 12, 2026 (the “Prior Prospectus Supplement”), for the offer and sale from time to time of its Common Stock through Cantor, having an aggregate sales price of up to $4,700,000. On April 22, 2026, the Company entered into an Amended and Restated Sales Agreement (the “A&R Sales Agreement”) with Muriel Siebert & Co., LLC (“Siebert”), pursuant to which Siebert replaced Cantor as the Company’s sole designated sales agent under the ATM Program. Concurrently, the Company filed with the SEC the Current Prospectus Supplement, updating the aggregate sale price to up to $12,600,000, inclusive of any remaining capacity under the Prior Prospectus Supplement.

As of the date hereof, the Company issued an aggregate of approximately 4,408,137 shares of Common Stock under its ATM Program, resulting in aggregate net proceeds to the Company of approximately $13,528,940. The Company sold approximately 52,485 shares of Common Stock through Cantor pursuant to the Sales Agreement, generating net proceeds of approximately $1,306,941. Pursuant to the A&R Sales Agreement, the Company sold 4,355,652 shares of Common Stock through Siebert, generating net proceeds of approximately $12,221,999. The share amounts above relating to sales that occurred prior to the effectiveness of the Company’s 1-for-8 reverse stock split on March 15, 2026 (the “Reverse Stock Split”) have been adjusted to reflect the Reverse Stock Split.

The information in this Item 7.01 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

SIGNATURES

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Sky Quarry Inc.
Dated: July 30, 2026	By:	/s/ Marcus Laun
	Name:	Marcus Laun
	Title:	Interim Chief Executive Officer, Interim Chief Financial Officer and President

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE DOCUMENT 1.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABELS LINKBASE DOCUMENT 20.3 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 13.4 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 2.2 KB