UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report
of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934
| For the month of |
May |
|
2026 |
| |
|
|
|
| Commission File Number |
001-40569 |
|
|
| Standard Lithium Ltd. |
| (Translation of registrant’s name into English) |
| |
|
Suite 1625, 1075 W Georgia Street
Vancouver, British Columbia, Canada V6E 3C9 |
| (Address of principal executive offices) |
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F:
INCORPORATION BY REFERENCE
Exhibits 99.1 and 99.2 of this Report on Form 6-K are incorporated
by reference into the Registration Statements on Form F-10EF (File No. 333-289110) and Form S-8 (File No. 333-262400) of the Registrant,
as amended or supplemented.
DOCUMENTS INCLUDED AS PART OF THIS REPORT
| Exhibit |
|
| |
|
| 99.1 |
Material change report, dated May 26, 2026. |
| |
|
| 99.2 |
Material change report, dated May 26, 2026. |
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.
| |
Standard Lithium Ltd. |
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(Registrant) |
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|
| Date: |
|
May 28, 2026 |
|
By: |
/s/ Salah Gamoudi |
| |
Name: |
Salah Gamoudi |
| |
Title: |
Chief
Financial Officer |
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|
|
|
|
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|
Exhibit 99.1
GaFORM
51-102F3
MATERIAL
CHANGE REPORT
| Item
1. |
Name
and Address of Company |
| |
|
| |
Standard
Lithium Ltd. |
| |
Suite
1625 – 1075 West Georgia Street |
| |
Vancouver,
BC V6E 3C9 |
| |
|
| Item
2. |
Date
of Material Change |
| |
|
| |
May
21, 2026 |
| |
|
| Item
3. |
News
Release |
| |
|
| |
The
news release was disseminated by Globe Newswire on May 21, 2026, and was subsequently filed on SEDAR+. |
| |
|
| Item
4. |
Summary
of Material Change |
| |
|
| |
Smackover
Lithium, a partnership between Standard Lithium Ltd. (the “Company”)
and Equinor, through subsidiaries of Equinor ASA, announced that it has entered into an engineering, procurement, and construction
management (“EPCM”) agreement (the “Agreement”)
with Wood Group USA, Inc. (“Wood”) focused on the upstream well field portion
of the South West Arkansas Project (the “Project”). |
| |
|
| Item
5. |
Full
Description of Material Change |
| |
|
| |
Smackover
Lithium announced that it has entered into an EPCM Agreement with Wood, focused on the upstream well field portion of the Project. |
| |
|
| |
Wood
is a global leader in consulting, engineering and operations for the energy and materials sectors and has significant expertise in
managing complex, multi-disciplinary projects encompassing EPCM across diverse sectors, including lithium and broader minerals. |
| |
|
| |
The
well field for the Project comprises four (4) well pads supporting twelve (12) supply and ten (10) injection wells, brine gathering
and return pipelines from the well pads to the Central Processing Facility (“CPF”),
and a gas gathering system from the well pads to a disposal well in the area. |
| |
|
| |
Wood
will deliver EPCM services for the well field surface facilities including well pads, pipelines, and related third-party interfaces.
The scope includes Project support services for the subsurface, drilling and wells activities, which will be led by the Project team,
leveraging Equinor’s strong internal expertise and capabilities. A separate engineering, procurement, construction and commissioning
(“EPCC”)
agreement is expected to be signed with a different counterparty for the CPF, which includes the direct lithium extraction process
and conversion to battery-quality lithium carbonate. The EPCC agreement is also expected to be completed in the second quarter. |
| |
The
Project is designed to produce 22,500 tonnes per annum of battery-quality lithium carbonate production in its initial phase. Upstream
well field-related activities account for less than one-third of the Project’s estimated capital expenditure, the latest published
details of which are provided in the Definitive Feasibility Study filed on October 15th, 2025. |
| |
|
| |
The
Agreement includes a Limited Notice to Proceed (“LNTP”)
that allows work to continue on key activities to de-risk the Project and optimize the construction schedule. Under the LNTP, work
will focus on detailed engineering, advancing permitting and early procurement activities related to identifying and engaging contractors
and vendors of major equipment and materials. The expectation is to engage Wood on a Full Notice to Proceed following a positive
Final Investment Decision, which is expected to occur in 2026. |
| |
|
| 5.2 |
Disclosure
for Restructuring Transactions |
| |
|
| |
Not
applicable. |
| |
|
| Item
6. |
Reliance
on Subsection 7.1(2) of National Instrument 51-102 |
| |
|
| |
Not
applicable. |
| |
|
| Item
7. |
Omitted
Information |
| |
|
| |
None. |
| |
|
| Item
8. |
Executive
Officer |
| |
|
| |
Salah
Gamoudi |
| |
Chief
Financial Officer |
| |
(604)
409-8154 | investors@standardlithium.com |
| |
|
| Item
9. |
Date
of Report |
| |
|
| |
May
26, 2026 |
| |
|
| |
Cautionary
Note Regarding Forward-Looking Statements |
| |
|
| |
This
material change report may contain certain “Forward-Looking Statements” within the meaning of the United States Private
Securities Litigation Reform Act of 1995 and applicable Canadian securities laws. When used in this material change report, the words
“anticipate”, “believe”, “estimate”, “expect”, “target, “plan”,
“forecast”, “may”, “could”, “should”, “schedule”, “predict”,
“budget”, “project”, “potential” and other similar words or expressions identify forward-looking
statements or information. These forward-looking statements or information may relate to the timing of any development of the Project,
the Agreement’s ability to deliver EPCM services on time and in accordance with the Company’s expectations, the ability
to transition Wood from the LNTP to the Full Notice to Proceed, the Project’s ability to reach a Final Investment Decision
and begin construction (including the timing thereof), the expectation that the Project will help grow a more resilient domestic
critical minerals supply chain in the United States, the expectation and timing of finalizing additional EPCC agreements, including
the anticipated terms of such agreements, the ability to secure debt financing on terms and timelines acceptable to the Company,
regulatory or government requirements or approvals and other factors or information. Such statements represent the Company’s
current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered
reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social risks, contingencies
and uncertainties. Many factors, both known and unknown, could cause results, performance or achievements to be materially different
from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements. The Company
does not intend, and does not assume any obligation, to update these forward-looking statements or information to reflect changes
in assumptions or changes in circumstances or any other events affecting such statements and information other than as required by
applicable laws, rules and regulations. |
Exhibit 99.2
FORM
51-102F3
MATERIAL
CHANGE REPORT
| Item
1. |
Name
and Address of Company |
| |
|
| |
Standard
Lithium Ltd. |
| |
Suite
1625 – 1075 West Georgia Street |
| |
Vancouver,
BC V6E 3C9 |
| |
|
| Item
2. |
Date
of Material Change |
| |
|
| |
May
26, 2026 |
| |
|
| Item
3. |
News
Release |
| |
|
| |
The
news release was disseminated by Globe Newswire on May 26, 2026, and was subsequently filed on SEDAR+. |
| |
|
| Item
4. |
Summary
of Material Change |
| |
|
| |
Smackover
Lithium, a partnership between Standard Lithium Ltd. (the “Company”)
and Equinor, through subsidiaries of Equinor ASA, announced that it has entered into an engineering, procurement, construction and
commissioning (“EPCC”) agreement (the “Agreement”)
with S&B Engineers and Constructors (“S&B”) for the Central Processing
Facility (“CPF”) for the South West Arkansas Project (the “Project”). |
| |
|
| Item
5. |
Full
Description of Material Change |
| |
|
| |
Smackover
Lithium announced that it has entered into an EPCC Agreement with S&B, focused on the Project’s CPF. |
| |
|
| |
S&B
is an integrated EPCC company with proven industrial construction expertise and a strong U.S. and regional presence. S&B will
be supported by Hatch Ltd. (“Hatch”),
a global engineering, project delivery and professional services firm with extensive experience in mineral resource projects, and
specific experience designing and commissioning lithium projects. Hatch will provide design engineering and commissioning support
to S&B as a subcontractor. |
| |
|
| |
S&B
will deliver EPCC services including detailed engineering design, procurement, installation and construction, testing, startup and
commissioning for the CPF. This includes receipt of brine (from wellfield), pre-treatment, direct lithium extraction, purification
and concentration of the lithium chloride, conversion to a battery-quality lithium carbonate with final product crystallization,
drying, micronizing, bagging and handling facilities, and all associated utilities. The CPF will be located on the Project’s
118-acre plot located in Lafayette County, AR. |
| |
|
| |
The
Project is designed to produce 22,500 tonnes per annum of battery-quality lithium carbonate production in its initial phase. The
CPF, and the scope of work under this Agreement, represents approximately two-thirds of the Project’s estimated capital expenditure,
the latest published details of which are provided in the Definitive Feasibility Study filed on October 15th, 2025. |
| |
The
Agreement includes a Limited Notice to Proceed (“LNTP”)
that allows work to continue on key activities to de-risk the Project and optimize the construction schedule. Under the LNTP, work
will focus on detailed engineering, advancing permitting and early procurement activities related to identifying and engaging contractors
and vendors of major equipment and materials. The expectation is to engage S&B on a Full Notice to Proceed following a positive
Final Investment Decision, which is expected to occur in 2026. |
| |
|
| |
Together
with the separate and recently executed engineering, procurement and construction management (EPCM) agreement for the upstream wellfield
portion of the Project with Wood Group USA, Inc., the key construction vendor contracts required prior to taking a Final Investment
Decision are now complete. Smackover Lithium is actively working to complete the two primary remaining deliverables prior to taking
a Final Investment Decision: finalizing customer offtakes and closing project financing. |
| |
|
| 5.2 |
Disclosure
for Restructuring Transactions |
| |
|
| |
Not
applicable. |
| |
|
| Item
6. |
Reliance
on Subsection 7.1(2) of National Instrument 51-102 |
| |
|
| |
Not
applicable. |
| |
|
| Item
7. |
Omitted
Information |
| |
|
| |
None. |
| |
|
| Item
8. |
Executive
Officer |
| |
|
| |
Salah
Gamoudi |
| |
Chief
Financial Officer |
| |
(604)
409-8154 | investors@standardlithium.com |
| |
|
| Item
9. |
Date
of Report |
| |
|
| |
May
26, 2026 |
| |
|
| |
Cautionary
Note Regarding Forward-Looking Statements |
| |
|
| |
This
material change report may contain certain “Forward-Looking Statements” within the meaning of the United States Private
Securities Litigation Reform Act of 1995 and applicable Canadian securities laws. When used in this material change report, the words
“anticipate”, “believe”, “estimate”, “expect”, “target, “plan”,
“forecast”, “may”, “could”, “should”, “schedule”, “predict”,
“budget”, “project”, “potential” and other similar words or expressions identify forward-looking
statements or information. These forward-looking statements or information may relate to the timing of any development of the Project,
the Agreement’s ability to deliver EPCC services on time and in accordance with the Company’s expectations, the ability
to transition S&B from LNTP to the Full Notice to Proceed, the Project’s ability to reach Final Investment Decision, the
expectation that the Project will provide a reliable source of battery-grade lithium carbonate in the United States, the expectation
and timing of finalizing additional offtake agreements, including the anticipated quantity of such offtake agreements, the anticipated
pricing and take-or-pay structure of future offtake agreements, the ability to secure debt financing on terms and timelines acceptable
to the Company, regulatory or government requirements or approvals and other factors or information. Such statements represent the
Company’s current views with respect to future events and are necessarily based upon a number of assumptions and estimates
that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political
and social risks, contingencies and uncertainties. Many factors, both known and unknown, could cause results, performance or achievements
to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking
statements. The Company does not intend, and does not assume any obligation, to update these forward-looking statements or information
to reflect changes in assumptions or changes in circumstances or any other events affecting such statements and information other
than as required by applicable laws, rules and regulations. |
