CoverageForm 410-K10-Q8-K13D13G13F

WTMAU Welsbach Technology Metals Acquisition Corp. - 8-K

Filed May 26, 2026. See issuer overview · financials · original on SEC.gov ↗
Accession
0001213900-26-061113
3.017.019.01

Item 3.01 - Notice of Delisting or Failure to Satisfy a Listing Rule

201 words

Item 3.01 Notice of a Delisting or Failure to Satisfy a Continued
Listing Rule or Standard; Transfer of Listing.

On May 21, 2026, Evolution Metals & Technologies
Corp. (the “Company”) received a notice (the “Notice”) from the Nasdaq Listing Qualifications Department of The
Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that as it had not yet filed its Quarterly Report on Form 10-Q for
the period ended March 31, 2026 (the “Form 10-Q”), the Company no longer complies with Nasdaq Listing Rule 5250(c)(1). Nasdaq
Listing Rule 5250(c)(1) requires listed companies to timely file all required periodic financial reports with the Securities and Exchange
Commission (the “SEC”). The Company previously filed a Form 12b-25 with the SEC on May 15, 2026, disclosing that it was unable
to file the Form 10-Q within the prescribed time period without unreasonable effort or expense.

The Notice has no immediate effect on the listing
of the Company’s common stock.

The Company filed the Form 10-Q on May 22, 2026, thereby
curing the deficiency described in the Notice. On May 26, 2026, the Company received notice from Nasdaq that the Company has regained
compliance with Nasdaq Listing Rule 5250(c)(1) and that the matter is now closed.

Item 7.01 - Regulation FD Disclosure

395 words

Item 7.01 Regulation FD Disclosure

On May 26, 2026, the Company issued a press release
in accordance with Nasdaq Listing Rule 5810(b) announcing that the Company had received the Notice. A copy of the press release is attached
hereto as Exhibit 99.1.

The information in this Item 7.01 of this Current
Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18
of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section,
nor shall it be deemed incorporated by reference into any filing by the Company under the Securities Act of 1933, as amended, or the Exchange
Act, except as expressly set forth by specific reference in such filing.

Cautionary Statement Regarding Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking
statements within the meaning of the federal securities laws, including within the meaning of the “safe harbor” provisions
of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or
the future financial or operating performance of EMAT and may include, without limitation, statements regarding EMAT’s strategy,
business plans, growth opportunities, projected financial information, expected production capacities, anticipated market demand, regulatory
developments, and other future events or conditions. In some cases, you can identify forward-looking statements by terminology such as
“may,” “should,” “expect,” “intend,” “will,” “estimate,” “anticipate,”
“believe,” “predict,” “potential,” “plan,” “project,” “target,”
“forecast,” or the negatives of these terms or variations of them or similar terminology. These forward-looking statements
are based on management’s current expectations and assumptions and are subject to risks, uncertainties, and other factors that 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, EMAT’s ability to execute its business plan, obtain financing, construct and scale facilities,
secure feedstock and offtake agreements, obtain necessary permits and regulatory approvals, manage supply chain disruptions, respond to
competitive pressures, address geopolitical and macroeconomic risks, and other risks described in EMAT’s filings with the U.S. Securities
and Exchange Commission (the “SEC”). Forward-looking statements speak only as of the date they are made. EMAT undertakes no
obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except
as required by law.

Item 9.01 - Financial Statements and Exhibits

39 words

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits .

The following exhibits are being filed herewith:

Exhibit No.

Description

99.1

Press Release dated May 26, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

1