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Zentek (NASDAQ: ZTEK) launches U.S. JV for defense-grade graphite

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Zentek Ltd. has formed a new U.S.-based joint venture, Strategic Graphite Partners LLC, to position its Albany ultra-high-purity graphite within U.S. energy, defense, and national-security supply chains. The JV is 90% owned by Zentek USA Inc. and 10% by ALO Graphite Partners LLC.

The venture’s initial focus is U.S. customer engagement, material qualification, offtake discussions, and exploring U.S. and allied government funding opportunities for Albany material, which remains a 100% Zentek-owned Canadian asset. Zentek also granted each of consultants Jeremy Roenick and Nicolas Perkin 50,000 stock options, exercisable for 24 months at C$0.56 per share, vesting as ALO Partners meets capital contribution milestones to the JV.

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Insights

Zentek creates a U.S. JV to qualify its Albany graphite with American defense and energy customers.

Zentek is using Strategic Graphite Partners LLC to give its Albany ultra-high-purity graphite a direct presence in the U.S. value chain. The JV structure keeps Albany fully owned by Zentek while allowing a 10% stake for ALO Graphite Partners LLC, aligning incentives with U.S.-based partners.

The mandate centers on customer qualification, offtake discussions, and potential access to U.S. and allied government funding focused on critical minerals. These are early-stage, strategic steps rather than confirmed contracts or awards, and all such objectives are described as forward-looking with typical risks and uncertainties.

The compensation structure for consultants Jeremy Roenick and Nicolas Perkin—50,000 stock options each at C$0.56 per share over 24 months, vesting on capital contribution milestones—ties upside to actual funding into the JV. Subsequent company filings may clarify future offtake agreements, funding outcomes, or the targeted Albany Preliminary Economic Assessment expected in summer 2026.

JV ownership split 90% / 10% Zentek USA Inc. vs. ALO Graphite Partners LLC ownership of Strategic Graphite Partners
Consultant stock options 50,000 options each Granted to Jeremy Roenick and Nicolas Perkin under omnibus long-term incentive plan
Option exercise price C$0.56 per share Exercise price for consultant options, exercisable for 24 months
Option term 24 months Exercise period for consultant stock options tied to JV milestones
Albany purity level 5N+ (99.9992% Cg) Bench-scale purification consistent with nuclear-grade graphite specifications
Albany PEA timing Summer 2026 Targeted completion timing for Albany Preliminary Economic Assessment
joint venture financial
"Zentek Ltd. today announced it has formed Strategic Graphite Partners LLC, a joint venture with ALO Graphite Partners LLC"
A joint venture is when two or more companies team up to work on a specific project or business idea, sharing both the risks and the rewards. It’s like friends starting a lemonade stand together—each contributes resources and they split the profits, making it easier to succeed than going alone.
ultra-high-purity graphite technical
"to position Its Albany Ultra-High-Purity Graphite in the North American National-Security Supply Chain"
Ultra-high-purity graphite is a form of carbon that has been refined to remove almost all impurities, leaving extremely pure graphite used where tiny contaminants would cause failure or reduced performance. For investors it matters because this grade commands higher prices, is critical for advanced batteries, electronics and certain industrial or nuclear uses, and supply shortages or production changes can strongly affect companies in those supply chains.
nuclear-grade technical
"It has been purified at bench scale to 5N+ (99.9992% Cg) consistent with nuclear-grade specifications"
Nuclear-grade describes materials, components or processes built and certified to the strict safety, quality and traceability standards required for use in nuclear power or other radiation-controlled settings. Think of it like parts stamped safe enough for an airplane: they cost more, take longer to make and require formal inspections, but they reduce technical and regulatory risk; investors watch for nuclear-grade claims because they affect product pricing, supply timelines and legal compliance.
omnibus long-term incentive plan financial
"Pursuant to the Company's omnibus long-term incentive plan, Zentek has granted each consultant 50,000 stock options"
Preliminary Economic Assessment financial
"Albany is the principal critical minerals asset, advancing toward a PEA targeted for completion in summer 2026"
A preliminary economic assessment is an initial analysis that estimates the potential profitability and feasibility of a project or resource, such as a new mineral deposit or development venture. It provides a rough idea of costs, benefits, and risks, helping investors decide whether to pursue more detailed studies. This early evaluation is important because it offers a snapshot of whether the project is worth further investment and development.
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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
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of June 2026

Commission File Number: 001-41310

ZENTEK LTD.
(Translation of registrant's name into English)

1123 York Road
Guelph, Ontario N1E 6Z1 Canada

(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.

Form 20-F ☐      Form 40-F ☒


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.

  ZENTEK LTD.
  (Registrant)
   
Date: June 26, 2026 By /s/ Wendy Ford
    Wendy Ford
    Chief Financial Officer


EXHIBIT INDEX

Exhibit   Description
   
99.1   News Release dated June 26, 2026



Zentek Forms U.S. Joint Venture to Position Its Albany Ultra-High-Purity Graphite in the North American National-Security Supply Chain

New U.S. joint venture Strategic Graphite Partners LLC to advance allied-sourced Albany ultra-high-purity graphite for U.S. energy, defense, and national-security markets.

Guelph, Ontario - June 26, 2026 - Zentek Ltd. ("Zentek" or the "Company") (TSX-V: ZEN; Nasdaq: ZTEK) today announced it has formed Strategic Graphite Partners LLC ("Strategic Graphite Partners" or the "JV"), a joint venture with ALO Graphite Partners LLC ("ALO Partners").

Joint Venture Structure and Terms

Strategic Graphite Partners was formed to establish a United States footprint for Zentek's Albany ultra-high-purity graphite in energy, defense, and national-security markets. The JV is 90% owned by Zentek USA Inc., a wholly owned subsidiary of Zentek, and 10% owned by ALO Partners, a company owned and controlled by Perkin Industries and Jeremy Roenick.

The JV's initial mandate is to support U.S. customer engagement and material qualification, offtake discussions, strategic industry engagement, U.S. government relations, and the evaluation of potential U.S. federal and allied government funding opportunities for allied-sourced Albany material. Albany has not been contributed to the JV.

In connection with the arrangement, Zentek has entered into consulting agreements with Jeremy Roenick and Nicolas Perkin to support the Company and the JV with strategic industry engagement, U.S. government relations, and related services. Pursuant to the Company's omnibus long-term incentive plan, Zentek has granted each consultant 50,000 stock options, exercisable for 24 months at a price of C$0.56 per common share. The options vest in tranches based on ALO Partners achieving aggregate capital contribution milestones to the JV.

A North American Solution to an Allied-Sourcing Gap

Graphite is a designated critical mineral in the United States, Canada, and allied nations, and is classified among U.S. strategic defense critical minerals. Today, ultra-high-purity and nuclear-grade graphite processing sits overwhelmingly outside the NATO-aligned world, and the United States continues to source most of its natural graphite from non-allied suppliers.

The United States is 100% reliant on imported natural graphite and mines none domestically, and China has supplied close to half of those imports in recent years (U.S. Geological Survey). Accessing the federal and allied funding now directed at rebuilding this industry requires qualified, allied-sourced material and a presence inside the U.S. value chain. That is the gap Strategic Graphite Partners is built to close. Albany's material is not commodity flake or battery-anode graphite. It has been purified at bench scale to 5N+ (99.9992% Cg) consistent with nuclear-grade specifications and is intended for the highest-specification end of the market, where buyers qualify material rather than purchase on volume.

"Strategic Graphite Partners gives allied-sourced Albany material a footprint inside the U.S. value chain, where it can be qualified by U.S. customers and emerging government-supported programs," said Moe Jiwan, CEO of Zentek. "Albany remains a 100% Zentek-owned Canadian asset."


"Over the last couple of years, Perkin Industries has shifted towards US-based infrastructure investments, including those in critical elements of National Defense. In analyzing this transaction, it became clear to us that unrestricted access to military grade graphite is not a "nice to have" - but a "must have," for our National Security," said Nic Perkin, Chairman and CEO of Perkin Industries.

"I have spent my career on both sides of the Canada-U.S. border, and that partnership has always been our greatest strength," said Jeremy Roenick. "Giving American energy and defense customers a secure, allied source of the highest-grade graphite is exactly the kind of work I want to be part of. Albany is that source, and Strategic Graphite Partners is how we put it in the hands of the customers who need it."

About Zentek Ltd.

Zentek Ltd. is a Canadian intellectual property development and commercialization company advancing a portfolio of graphene-enabled and advanced material technologies across clean air, next-generation materials, and critical minerals. Core platforms are Albany Graphite, ZenGUARD™, and Triera. Albany is the principal critical minerals asset, advancing toward a PEA targeted for completion in summer 2026.

About ALO Graphite Partners LLC

ALO Graphite Partners LLC is the U.S. vehicle through which Jeremy Roenick and Nic Perkin are partnering with Zentek in Strategic Graphite Partners. Roenick is a Hockey Hall of Fame inductee who played 20 seasons in the NHL. Since retiring, he has been active in business and investment across consumer, technology, and sports ventures. Perkin is Chairman and CEO of Perkin Industries, a New Orleans-based holding company focused on long-term partnerships with cash-generating small and mid-sized businesses. He previously co-founded The Receivables Exchange, an electronic marketplace for commercial receivables, and helped build Massive Incorporated, which was acquired by Microsoft in 2006.

Forward-Looking Statements

This news release contains forward-looking statements. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Forward-looking statements in this release include, but are not limited to, statements regarding the formation, purpose, terms, and objectives of Strategic Graphite Partners LLC; the establishment of a United States footprint for Albany material; the intention to pursue U.S. federal and allied government funding and offtake agreements; and the Albany Preliminary Economic Assessment. References to U.S., Canadian, allied, and NATO government programs, appropriations, and policy describe the broader market and policy environment; they do not constitute any commitment, award, offtake, membership, or funding to Zentek or the JV. Although Zentek believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. Zentek disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.


Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

For more information:

Mohammed (Moe) Jiwan
Chief Executive Officer, Zentek Ltd.
T: 416-709-8876
E: mjiwan2@zentek.com
W: www.zentek.com


FAQ

What did Zentek (ZTEK) announce in its June 2026 6-K filing?

Zentek announced forming Strategic Graphite Partners LLC, a U.S.-based joint venture focused on positioning its Albany ultra-high-purity graphite for U.S. energy, defense, and national-security markets, while retaining 100% ownership of the underlying Albany graphite asset in Canada.

How is Zentek’s new Strategic Graphite Partners joint venture structured?

Strategic Graphite Partners LLC is 90% owned by Zentek USA Inc., a wholly owned Zentek subsidiary, and 10% owned by ALO Graphite Partners LLC. ALO Graphite Partners is controlled by Perkin Industries and Jeremy Roenick, aligning U.S.-based partners with Zentek’s Albany graphite strategy.

What is the main goal of Zentek’s Albany graphite JV for ZTEK shareholders?

The joint venture aims to build a U.S. footprint for Albany ultra-high-purity graphite by supporting customer engagement, material qualification, offtake discussions, strategic industry relationships, and evaluation of potential U.S. federal and allied government funding opportunities for allied-sourced Albany graphite material.

What makes Zentek’s Albany graphite asset important in the critical minerals market?

Albany graphite has been purified at bench scale to 5N+ (99.9992% Cg), consistent with nuclear-grade specifications. It targets the highest-specification end of the graphite market, where buyers qualify material, and is Zentek’s principal critical minerals asset advancing toward a Preliminary Economic Assessment in summer 2026.

How does Zentek (ZTEK) describe the broader graphite supply context for this JV?

Zentek notes the United States is fully reliant on imported natural graphite, with much supply from non-allied sources, while graphite is designated a critical mineral. The JV is framed as addressing an allied-sourcing gap for ultra-high-purity and nuclear-grade graphite within NATO-aligned markets.

Filing Exhibits & Attachments

1 document