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Zentek opts not to continue Nasdaq listing

U.S. trading moved to OTCQX after the September suspension, while Zentek’s common shares continue trading in Canada.

(Moderate)

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Form Type
6-K

Rhea-AI Filing Summary

Zentek Ltd. (ZTEKF) says it notified Nasdaq that it does not intend to continue its listing after its board and management decided not to proceed with a share consolidation at this time. Following the appeal process, Nasdaq granted continued listing conditional on completing a share consolidation and meeting the US$1.00 minimum bid price requirement, evidenced by a closing bid of at least US$1.00 for ten consecutive trading days by December 24, 2026.

Effective September 2, 2026, Zentek’s common shares were suspended from Nasdaq and began trading on OTCQX in the United States; they continue to trade in Canada on the TSX Venture Exchange. The company cited advancing Albany, developing routes to market and revenue, and progressing Triera as areas for its capital and management attention.

Filing Explained

Zentek’s October 26 listing-update press release is incorporated by reference into its Form F-3 registration statement as of this 6-K’s furnishing date, except to the extent later filings or reports supersede it.

Minimum bid price US$1.00 Nasdaq continued-listing condition
Closing bid compliance period 10 consecutive trading days Required to demonstrate compliance with Nasdaq’s minimum bid price requirement
Compliance deadline December 24, 2026 Deadline for demonstrating compliance with the minimum bid price requirement
Nasdaq trading suspension September 2, 2026 Common shares began trading on OTCQX in the United States
share consolidation market
"not to proceed with a share consolidation at this time"
Share consolidation is a process where a company reduces the total number of its shares by combining multiple existing shares into a smaller number of higher-value shares. This can make each share more expensive and potentially improve the company’s image. For investors, it often means their ownership remains the same, but the value of each share increases, which can influence how the stock is perceived and traded.
minimum bid price requirement regulatory
"the US$1.00 minimum bid price requirement"
A minimum bid price requirement is a rule that a stock must trade above a set price for a specified period to stay listed on an exchange. It matters to investors because falling below that threshold can trigger warnings or removal from the exchange, which can cut liquidity, reduce visibility, and often lead to sharper declines in share value—think of it like a venue’s minimum dress code that, if not met, can bar a performer from the stage.
senior listing market
"will reassess a senior listing as it reaches milestones"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What conditions did Nasdaq set for Zentek (ZTEKF) to continue its listing?

Nasdaq conditioned continued listing on completing a share consolidation and meeting the US$1.00 minimum bid price requirement. Compliance had to be evidenced by a closing bid price of at least US$1.00 for ten consecutive trading days by December 24, 2026.

Why did Zentek (ZTEKF) decide not to proceed with a share consolidation?

Zentek’s board and management concluded that the company’s capital and management attention were best directed toward advancing Albany, developing routes to market and revenue, and progressing Triera. Zentek said it would reassess a senior listing as it reaches milestones that would make one more valuable to shareholders.

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

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Available on EDGAR Accepted by SEC EDGAR Learn about SEC filing dates

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 October 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 ☒


INCORPORATION BY REFERENCE

Exhibit 99.1 included with this Report on Form 6-K is hereby incorporated by reference into the Company's Registration Statement on Form F-3 (File No. 333-278886) and shall be deemed to be a part thereof from the date on which this report on Form 6-K is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.

EXHIBIT INDEX

Exhibit   Description of Exhibit
   
99.1   Press Release dated October 26, 2026 – Zentek Provides Corporate Update on Nasdaq Listing


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: October 26, 2026 By /s/ Wendy Ford
    Wendy Ford
    Chief Financial Officer




Zentek Provides Corporate Update on Nasdaq Listing

Guelph, ON - October 26, 2026 - Zentek Ltd. (TSXV: ZEN) (OTCQX: ZTEKF) ("Zentek" or the "Company") today provides an update on the Nasdaq appeal process it began after The Nasdaq Stock Market LLC ("Nasdaq") issued its delisting determination, as disclosed in the Company's August 28, 2026 news release.

After completing the appeal process, Nasdaq granted the Company's request for continued listing, conditional on the Company completing a share consolidation and demonstrating compliance with the US$1.00 minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2), as evidenced by a closing bid price of at least US$1.00 for ten consecutive trading days by December 24, 2026.

The Board and Management have determined not to proceed with a share consolidation at this time. Having weighed the benefits of maintaining the Nasdaq listing at this time, it concluded that Zentek's capital and management attention are best directed at the work that builds long-term value for shareholders: advancing Albany, developing routes to market and revenue, and progressing Triera. The Company will reassess a senior listing as it reaches milestones that would make one more valuable to shareholders.

Accordingly, the Company has notified Nasdaq that it does not intend to continue with its listing. Effective September 2,2026 the Company's common shares were suspended from trading on Nasdaq and began trading on the OTCQX (ZTEKF) in the United States. The Company's common shares continue to trade in Canada on the TSX Venture Exchange (ZEN).

"We believe the right decisions are those that strengthen Zentek's fundamentals and position the Company for sustainable growth," said Mohammed (Moe) Jiwan, Chief Executive Officer of Zentek. "By remaining focused on execution and disciplined capital allocation, we aim to build meaningful, lasting value for our shareholders. We will continue to evaluate opportunities to enhance our market presence as the Company's business and commercial prospects evolve."

About Zentek

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 Company's principal critical minerals asset.

Contact

For more information:

Mohammed (Moe) Jiwan

Chief Executive Officer, Zentek Ltd.

T: 437-826-3779

E: mjiwan2@zentek.com

Morgan Knowles

Investor Relations, Zentek Ltd.

T: 437-826-3467

E: mknowles@zentek.com


www.zentek.com

Forward-Looking Statements

This news release includes certain information that may be deemed "forward-looking information" under applicable securities laws. All statements in this release, other than statements of historical facts, that address the Company's stock exchange listings, future milestones, and events or developments that the Company expects, is forward-looking information. Although the Company believes the expectations expressed in such statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the statements. There are certain factors, including, without limitation, the risk factors set out in the Company's Annual Information Form and quarterly MD&A, that could cause actual results to differ materially from those in the forward-looking information. The Company 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 accepts responsibility for the adequacy or accuracy of this release.


Filing Exhibits & Attachments

1 document

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