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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): November 9, 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)
823-5800
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 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
November 9, 2026, Solidion Technology, Inc. (the “Company”) issued a press release announcing its financial results for the
third quarter ended September 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 November 9, 2026 |
| 104 |
|
Cover Page Interactive Data File (embedded within the
Inline XBRL document) |
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: November 9, 2026 |
|
| |
|
| |
SOLIDION TECHNOLOGY,
INC. |
| |
|
| |
By: |
/s/
Jaymes Winters |
| |
Name: |
Jaymes Winters |
| |
Title: |
Chief Executive Officer
|
Exhibit
99.1
Solidion
Technology (NASDAQ: STI) Reports Third Quarter Financial Results, Highlighting Strong Cash Balance, Reduction in Liabilities and Positive
EPS
Company
Maintains Strong Cash Position of $26.2 Million, Reduces Total Liabilities by Approximately 40%, and Reports Positive Earnings per Share
(EPS) of $0.02
DALLAS,
Nov. 9, 2026 /PRNewswire/ -- Solidion Technology, Inc. (NASDAQ: STI) (“Solidion Technology” or “the Company”),
an advanced battery technology provider, today reported its Third Quarter 2026 Financial and Operating Results. The condensed consolidated
financial statements of Solidion Technology and additional information can be found in Solidion Technology’s Quarterly Report on
Form 10-Q for the quarter ended September 30, 2026, filed with the Securities and Exchange Commission on November 9, 2026 (the “Form
10-Q”). This earnings release should be read together with the information contained in the Form 10-Q.
Solidion
Technology maintained a healthy cash balance of approximately $26.2 million, reduced total liabilities by approximately 40% compared
to year-end 2025, and reported positive net income for the quarter.
Third
Quarter 2026 Financial and Corporate Highlights
| ● | Strong
Liquidity: Maintained cash and cash equivalents of $26.2 million as of September 30,
2026, compared to $27.7 million at June 30, 2026. |
| ● | Positive
Working Capital: Working capital of $19.6 million as of September 30, 2026, compared
to a deficit of $11.2 million at December 31, 2025. |
| ● | Reduced
Liabilities: Total liabilities declined approximately 40% to $7.5 million, compared to
$12.0 million at December 31, 2025. |
| ● | Positive
Net Income: Reported quarterly net income of approximately $244,000, compared to a net
loss of $4.1 million in the prior-year period. |
| ● | Strengthened
Stockholders’ Equity: Stockholders’ equity reached $23.8 million, compared
to a deficit of $7.2 million at year-end 2025. |
| ● | Financial
Flexibility: The Company believes its capital position supports continued investment
in its technology portfolio and evaluation of strategic acquisition opportunities. |
| ● | Board
Governance: On August 31, 2026, the Company expanded its Board of Directors with the
appointment of three independent directors, Mark Schwartz, Kimi L. Ellen and Dante W. Robinson. |
| ● | Share
Repurchase Program: On September 13, 2026, the Board of Directors authorized the repurchase
of up to $1.0 million of the Company’s common stock. |
TABLE
1: QUARTERLY FINANCIAL PERFORMANCE
| Metric | |
Q3
2026 | | |
Q3
2025 | |
| Revenue | |
$ | 41,638 | | |
$ | 9,350 | |
| Cost of revenue | |
$ | 120,000 | | |
$ | 4,321 | |
| Selling, general and administrative,
Research and Development | |
$ | 2,240,915 | | |
$ | 1,747,929 | |
| Total other income (expense) | |
$ | 2,563,700 | | |
$ | (2,349,245 | ) |
| Basic earnings (loss) per
share | |
$ | 0.02 | | |
$ | (1.33 | ) |
“During
the third quarter, we continued strengthening Solidion Technology’s financial foundation while positioning the Company for its
next phase of growth,” said Jaymes Winters, Chief Executive Officer of Solidion Technology. “We remain disciplined and opportunistic
in our approach to acquisitions. Our healthy cash position and improved balance sheet provide us with the flexibility to continue to
pursue opportunities that complement our existing technology and manufacturing capabilities.”
“We
believe our strategy positions Solidion Technology to capitalize on opportunities across the energy storage industry, while maintaining
our commitment to long-term shareholder value.”
Business
Highlights
Technology
and Commercialization
| ● | PEAK
Series UPS for AI Data Centers: Solidion has developed its PEAK Series uninterruptible
power supply system using its 5500 silicon-carbon anode cell. Based on Company testing, the
system is designed to reduce UPS footprint by up to 30%, while the cell is designed to last
up to three times longer than conventional backup battery systems. |
| ● | High-Power
Battery Cells: Solidion has developed its high-energy 5.5Ah 21700 cylindrical cell, with
an energy density of 305 Wh/kg and continuous charge/discharge capability exceeding 2C. |
| ● | Government
Research Programs: Solidion is conducting research under two U.S. Department of Energy
grants, both conducted jointly with Oak Ridge National Laboratory, the Company’s partner
on its 2025 R&D 100 Award. The Company is also performing research under a firm-fixed-price
U.S. Army STTR contract to develop a flexible, fiber-based rechargeable battery system. |
Strategic
Priorities
For
the remainder of 2026 and into 2027, Solidion Technology intends to remain an opportunistic and disciplined acquirer of revenue-generating
assets and businesses in the battery storage sector that amplify its existing technology and IP portfolio while simultaneously advancing
its commercialization initiatives and strengthening its manufacturing and commercial capabilities.
About
Solidion Technology, Inc.
Solidion
Technology, Inc. (NASDAQ: STI) is an advanced battery technology company headquartered in Dallas, Texas, with R&D and manufacturing
operations in Dayton, Ohio. Solidion develops silicon-rich anodes, solid-state batteries, and fire-retardant electrolytes designed to
deliver higher energy density, improved safety, and lower cost for the electric vehicle, energy storage, consumer electronics, aerospace
and defense, and AI data center markets, including next-generation backup power for data center operators. The Company is backed by a
global portfolio of over 385 patents covering innovations such as high-capacity, silane gas-free, and graphene-enabled silicon anodes,
biomass-based graphite, and advanced lithium-sulfur and lithium-metal technologies. Solidion also pursues a disciplined acquisition strategy
focused on opportunities that complement its platform and create long-term shareholder value.
For
more information, please visit www.ir.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 statements contained in this press release that are not purely
historical are forward-looking statements. Without limitation, any statements preceded or followed by or that include the words “forecasts”
“believe,” “may,” “will,” “would,” “estimate,” “continue,” “anticipate,”
“intend,” “should,” “plan,” “could,” “target,” “potential,” “position,”
“is likely,” “expect” and similar expressions or the negative thereof, as they relate to us, are intended to
identify forward-looking statements. Forward-looking statements in this press release may include, for example, statements about our
financial and business performance and statements about our business, expansion plans and opportunities. These forward-looking statements
are not guarantees of future performance and are subject to risks, uncertainties, assumptions and other factors, some of which are beyond
our control, which could cause actual results to differ materially from those expressed or implied by such forward-looking statements.
These risks and uncertainties include, but are not limited to, the inability of our batteries to perform as expected, including design
or manufacturing defects; competition in the evolving battery cell market and the selection of other battery cell technologies by OEMs;
the need for additional safety testing of our battery technology before it can be installed in electric vehicles; reliance on complex
production equipment, and operational and cost uncertainty in production; the performance of licensed technologies that have not been
commercialized, or have only been commercialized to a limited extent; raw material and component price increases, supply constraints,
and our ability to control costs and achieve cost advantages at scale; the pace of consumer adoption of electric vehicles; the unavailability
of government incentives and subsidies; our ability to attract customers and to accurately forecast supply, demand and manufacturing
requirements; our ability to attract and retain key employees and qualified personnel; our limited operating history and untested business
model; our history of losses; our ability to obtain additional capital on commercially reasonable terms, or at all; our ability to manage
growth and build our brand; the accuracy of assumptions and estimates behind our technical and production timelines and our financial
statements; material weaknesses in our internal control over financial reporting; product liability claims, litigation, regulatory actions
and government investigations; substantial and changing regulations; cybersecurity incidents, security breaches, and data privacy compliance;
tariffs and trade tensions, including a potential global trade war; and other risks detailed in our other Securities and Exchange Commission
filings, particularly in the section titled “Risk Factors” contained in our Annual Report on Form 10-K for the fiscal year
ended December 31, 2025. 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.
Please
follow us on:
LinkedIn:
https://www.linkedin.com/company/solidion-tech
X:
https://x.com/solidiontech
CONTACTS:
Investors: Allison Reichel, Director of Investor Relations, ir@solidiontech.com, OR Media: press@solidiontech.com
SOURCE
Solidion
Technology, Inc.
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