STOCK TITAN

Solidion Technology (STI) widens Q2 2026 loss despite sales jump and lower expenses

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Solidion Technology, Inc. reported second-quarter 2026 results, highlighting a private placement that the company says eliminated balance sheet overhang and alleviated previously disclosed going concern doubt. For the three months ended June 30, 2026, net sales were $124,914, up from $4,000 a year earlier, primarily from government grant revenue.

Operating expenses decreased to $1,492,251 from $1,788,797, driven by lower general and administrative costs and reduced research and development spending related to commercialization and testing of its battery technologies. Total other expense rose to $1,519,419, largely due to a $917,780 loss from changes in the fair value of derivative liabilities tied to a Forward Purchase Agreement and warrants from a March private placement, a $549,915 non-cash write-off of deferred offering costs for a withdrawn registration statement, and $153,597 of interest expense.

Overall, the company recorded a net loss of $2,886,756 for the quarter, compared with a net loss of $2,113,859 in the prior-year period. Solidion describes itself as an advanced battery technology solutions provider with over 385 patents covering silicon anodes, biomass-based graphite, and lithium-sulfur and lithium-metal technologies.

Positive

  • Going concern doubt alleviated: Management states that a private placement eliminated balance sheet overhang and alleviated previously disclosed going concern doubt, indicating improved financial stability.
  • Net sales grew sharply to $124,914 from $4,000 year-over-year, driven primarily by government grant revenue.
  • Operating expenses declined to $1,492,251 from $1,788,797, reflecting lower general and administrative and research and development costs.

Negative

  • Net loss widened to $2,886,756 from $2,113,859, as higher other expenses more than offset lower operating expenses and higher net sales.
  • Large non-cash and financing-related charges: other expense rose to $1,519,419, including a $917,780 derivative fair value loss and a $549,915 write-off of deferred offering costs.
  • Interest expense of $153,597 on short-term notes indicates ongoing reliance on debt financing.

Filing Explained

The company’s August 6 Form 8-K furnishes its second-quarter earnings release under Item 2.02; the release is not treated as filed under Section 18 and is not automatically incorporated into other filings.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Net sales Q2 2026 $124,914 For the three months ended June 30, 2026
Net sales Q2 2025 (restated) $4,000 For the three months ended June 30, 2025
Operating expenses Q2 2026 $1,492,251 For the three months ended June 30, 2026
Operating expenses Q2 2025 (restated) $1,788,797 For the three months ended June 30, 2025
Total other expense Q2 2026 $1,519,419 For the three months ended June 30, 2026
Net loss Q2 2026 $2,886,756 For the three months ended June 30, 2026
Net loss Q2 2025 (restated) $2,113,859 For the three months ended June 30, 2025
Derivative fair value loss $917,780 Change in fair value of derivative liabilities in Q2 2026
going concern doubt financial
"Private Placement Eliminates Balance Sheet Overhang and Alleviates Previously Disclosed Going Concern Doubt"
derivative liabilities financial
"loss of $917,780 due to a change in the fair value of derivative liabilities related to the Forward Purchase Agreement"
Derivative liabilities are obligations a company records when it owes money under financial contracts whose value depends on something else, like interest rates, stock prices, or currencies. Think of them as bets or insurance policies that can create future cash payments; they matter to investors because they can cause sudden changes in a company’s reported debt, profits and cash flow and reveal exposure to market risks that could affect valuation.
Forward Purchase Agreement financial
"related to the Forward Purchase Agreement and warrants related to the March private placement financing"
A forward purchase agreement is a contract in which a buyer commits now to purchase securities or assets from a company at a set price and on a future date, much like placing a pre-order for a product to be delivered later. For investors it matters because it provides predictable funding or supply, can affect share dilution and company valuation when the purchase happens, and signals the buyer’s confidence or risk exposure to future events.
deferred offering costs financial
"a $549,915 non-cash write-off of deferred offering costs associated with a registration statement"
private placement financing financial
"warrants related to the March private placement financing"
Private placement financing is when a company raises money by selling stocks, bonds or other securities directly to a small group of chosen investors instead of offering them on the public market. For investors it matters because these deals can change ownership stakes, bring fresh cash for growth or debt reduction, and affect how easy it is to buy or sell those securities later—think of it like inviting a few private backers into a business rather than opening the door to the whole neighborhood.
lithium-sulfur technical
"advanced lithium-sulfur and lithium-metal technologies"
Lithium-sulfur is a type of rechargeable battery chemistry that uses lithium and sulfur to store electrical energy; it aims to deliver much higher energy per weight than conventional lithium-ion cells. Investors care because, if technical hurdles like shorter lifespan and stability are solved, these batteries could make electric vehicles and portable devices lighter, cheaper, or longer-lasting — similar to swapping a bulky gas can for a small, high-capacity tank.
Net sales $124,914 Increased from $4,000 in the prior-year quarter
Operating expenses $1,492,251 Decreased from $1,788,797 in the prior-year quarter
Net loss $2,886,756 Increased from $2,113,859 in the prior-year quarter
Total other expense $1,519,419 Increased from $326,735 in the prior-year quarter

FAQ

How did Solidion Technology (STI) perform in Q2 2026?

Solidion reported a net loss of $2,886,756 for Q2 2026, compared with a loss of $2,113,859 a year earlier. Net sales increased to $124,914, while operating expenses decreased to $1,492,251, but higher other expenses drove the larger loss.

What drove the increase in net sales for Solidion Technology (STI) in Q2 2026?

Net sales rose to $124,914 in Q2 2026 from $4,000 in Q2 2025. The company states this increase was primarily attributable to government grant revenue recognized during the period, rather than product sales growth.

How did Solidion Technology (STI) manage its operating expenses in Q2 2026?

Operating expenses decreased to $1,492,251 from $1,788,797 year-over-year. The reduction was mainly due to lower general and administrative costs and decreased research and development spending tied to commercialization and validation testing of battery technologies.

Why did Solidion Technology’s (STI) other expenses increase in Q2 2026?

Total other expense climbed to $1,519,419 in Q2 2026 from $326,735 a year earlier. This was largely due to a $917,780 loss from derivative liabilities, a $549,915 non-cash write-off of deferred offering costs, and $153,597 of interest expense.

What did Solidion Technology (STI) disclose about its going concern status?

The company states that a private placement eliminated balance sheet overhang and alleviates previously disclosed going concern doubt. This suggests management believes near-term liquidity and solvency conditions have improved compared with earlier concerns.

What is Solidion Technology’s (STI) core business focus?

Solidion focuses on battery materials and components manufacturing and development of next-generation batteries for energy storage, AI data center UPS systems, and various electric vehicles. It reports holding over 385 patents covering silicon anodes and advanced lithium-based technologies.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
false 0001881551 0001881551 2026-08-06 2026-08-06 0001881551 dei:FormerAddressMember 2026-08-06 2026-08-06 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

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): August 6, 2026

 

SOLIDION TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-41323   87-1993879
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

1900 N. Pearl Street, Suite 1750

Dallas, TX 75201

(Address of principal executive offices, including zip code)

 

(972) 918-5120

Registrant’s telephone number, including area code:

 

13355 Noel Road, Suite 1100, Dallas, TX, 75240

(Former name or former address, if changed since last report)

 

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 per share   STI   The Nasdaq Stock Market, LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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 2.02 Results of Operations and Financial Condition.

 

On August 6, 2026, Solidion Technology, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ended June 30, 2026 and disclosing certain recent business highlights. A copy of the Company’s press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The information in this Current Report on Form 8-K, including the information contained in the press release furnished as Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Exchange Act, or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01. Financial Statements and Exhibits.

 

Exhibit No.   Description
99.1   Press Release, dated August 6, 2026
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

1

 

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 hereunto duly authorized.

 

Dated: August 12, 2026  
   
  SOLIDION TECHNOLOGY, INC.
   
  By: /s/ Jaymes Winters
  Name: Jaymes Winters
  Title: Chief Executive Officer

 

2

 

Exhibit 99.1

 

Private Placement Eliminates Balance Sheet Overhang and Alleviates Previously Disclosed Going Concern Doubt

 

DALLAS, Aug. 6, 2026 /PRNewswire/ -- Solidion Technology Inc. (“Solidion” or the “Company”) (Nasdaq: STI), an advanced battery technology solutions provider, today has released Second Quarter 2026 Financial and Operating Results. The condensed consolidated financial”statements of Solidion and additional information can be found in Solidion’s Form 10-Q, filed with the Securities and Exchange Commission, August 6, 2026 (the “Form 10-Q”). This earnings release should be read together with the information contained in the Form 10-Q.

 

Previously Announced Recent Business Highlights

 

Business Development

 

Successful demonstration of a high-power 9.5Ah pouch cell designed for industrial and military drone applications. The prototype delivered exceptional power stability, retaining approximately 95% of its capacity at a 10C discharge rate, a significant improvement over typical market pouch cells, which average 78% retention at 5C. Solidion expects to make the pouch cell commercially available in Q2 2026. Solidion is working toward commercial availability of the pouch cell and will provide updates as development progresses.

 

The Company unveiled its new PEAK Series, an advanced UPS battery system engineered specifically for AI data centers, leveraging the Company’s high-performance 5500 silicon-carbon anode cell. The system delivers up to 30% space savings, significantly lower total cost of ownership, and up to three times longer life than conventional backup solutions. Commercial availability is expected in 2026, with Solidion currently working with select data center partners on early integration and testing.

 

Technological Advancements, Business Development and Corporate Updates:

 

$35 Million Private Placement (June 7, 2026): Solidion announced a securities purchase agreement with a new institutional investor for 750,000 shares of common stock and pre-funded warrants to purchase 1,583,000 shares in a private placement priced above market under Nasdaq rules, generating $35 million in gross proceeds and closing on June 9, 2026. Net proceeds are earmarked to accelerate commercialization of the Company’s patented Extreme-Climate Battery technology, fulfill customer demand, expand inventory, advance prototype development, and support general working capital needs, with Titan Partners, a division of American Capital Partners, serving as sole placement agent.

 

Gen-ECB / Space Battery Technology (June 4, 2026): Solidion unveiled its patented Generation Extreme-Climate Battery (Gen-ECB) platform, engineered to power satellites, LEO-based AI data centers, crewed spacecraft, and future lunar infrastructure as commercial space activity accelerates. The technology leverages graphene’s thermal conductivity and radiation resistance to actively manage cell temperature, enabling reliable operation from −80°C to +60°C and demonstrating over 500 charge cycles at −40°C — a key durability benchmark for missions like NASA’s Artemis program. Paired with the Company’s silicon-rich solid-state, anode-less lithium metal, and lithium-sulfur chemistries (targeting 380+ Wh/kg), the platform positions Solidion — backed by its 385+ patent portfolio — to supply high-reliability, domestically sourced power storage for satellites, Starship operations, and lunar surface systems, diversifying its revenue opportunity alongside its existing EV and AI data center UPS markets.

 

 

 

The Company previously announced that it has entered into a non-binding Memorandum of Understanding with an entity that manufactures and distributes energy storage systems.

 

The Company has been awarded a grant to advance research and development of Electrochemical Manufacturing of High-Performance Graphite Based on Biomass-Derived Carbon. This award is one of the projects funded by ARPA-E, the Advanced Research Projects Agency, from their highly competitive OPEN program.

 

The Company has been awarded a grant to scale up the synthesis of a carbon-nanosphere material that will be used as an anti-corrosive additive in molten-salts-based heat transfer fluids for advanced molten salt nuclear reactors from the U.S. Department of Energy (DOE).

 

The Company has been awarded a grant to develop an advanced fiber-based electronic battery system built on a coaxial carbon nanotube (CNT) yarn architecture from the U.S. Department of War/Army STTR Program.

 

Solidion Technology completed a major restructuring of its August 2024 equity financing, eliminating all Series C and D Pre-Funded Warrants, along with the corresponding derivative liability, significantly strengthening the balance sheet and reducing future dilution risk. Long-term investors Madison Bond LLC and Bayside Project LLC converted their entire warrant allocation into common stock, and agreed to lock-up restrictions on those shares, subject to certain exceptions, which supports shareholder alignment and Solidion’s long-term growth strategy.

 

CEO Statement:

 

“Solidion’s much improved balance sheet reflects the commitment of long term shareholders and reaffirms the strategy of building an organization that can compete revenue wise,” said Jaymes Winters, Chief Executive Officer of Solidion Technology.

 

Q2 2026 Financial Highlights

 

$27.7 million in cash and cash equivalents at June 30, 2026, compared to $0.2 million at December 31, 2025. Following the completion of the private placement, the substantial doubt about the Company’s ability to continue as a going concern previously disclosed has been alleviated.

 

$124,914 in revenue from government grants and delivery of Solidion’s proprietary silicon anode products.

 

$1.4 million loss from continuing operations, reflecting decreased spending on professional services and other public company expenses.

 

Net Loss of $2.9 million, or $0.35 per basic share, including a non-cash loss of $0.9 million related to change in fair value of derivatives.

 

2

 

See below for additional information on Solidion’s operational results:

 

Summary of Statements of Operations for the Three Months Ended June 30, 2026 and 2025

 

   For the Three Months Ended
June 30,
 
   2026   2025
(Restated)
 
         
Net sales  $124,914   $4,000 
Cost of goods sold   -    2,327 
Operating expenses   1,492,251    1,788,797 
Total other expense   (1,519,419)   (326,735)
Net loss  $(2,886,756)  $(2,113,859)

 

Net Sales

 

Net sales increased by $120,914 for the three months ended June 30, 2026, to $124,914, compared to $4,000 for the three months ended June 30, 2025. The increase was primarily attributable to government grant revenue recognized during the period.

 

Operating Expenses

 

Operating expenses decreased by $296,546 for the three months ended June 30, 2026. This decrease was primarily driven by lower general and administrative costs, including reduced personnel and professional services expenses. Additionally, there were decreased research and development costs, including personnel expenses associated with the commercialization of our battery cell products and third-party validation testing of our proprietary silicon anode.

 

3

 

Other Income (Expense)

 

Other expense increased by $1,192,684 for the three months ended June 30, 2026. This increase was largely driven by a loss of $917,780 due to a change in the fair value of derivative liabilities related to the Forward Purchase Agreement and warrants related to the March private placement financing, compared to a loss of $216,150 in the three months ended June 30, 2025. Other expense for the quarter also included a $549,915 non-cash write-off of deferred offering costs associated with a registration statement the Company withdrew in June 2026, and interest expense of $153,597 primarily related to the Company’s short-term notes.

 

About Solidion Technology, Inc.

 

Headquartered in Dallas, Texas with pilot production facilities in Dayton, Ohio, Solidion’s (NASDAQ: STI) core business includes manufacturing of battery materials and components, as well as development and production of next-generation batteries for energy storage systems, including UPS systems serving the artificial intelligence (AI) data center market and electric vehicles for ground, aerospace, and sea transportation. Solidion holds a portfolio of over 385 patents, covering innovations such as high-capacity, silane gas free and graphene-enabled silicon anodes, biomass-based graphite, advanced lithium-sulfur and lithium-metal technologies.

 

For more information, please visit www.solidiontech.com or contact Investor Relations.

 

Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Solidion Technology Inc., (NASDAQ: STI) (the “Company,” “Solidion,” “we,” “our” or “us”) desires to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and is including this cautionary statement in connection with this safe harbor legislation. The words “forecasts” “believe,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “could,” “target,” “potential,” “is likely,” “expect” and similar expressions, as they relate to us, are intended to identify forward-looking statements. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future developments or otherwise, except as may be required by law.

 

4

 

Filing Exhibits & Attachments

5 documents