AMERICAN BATTERY MATERIALS, INC.
For the period ended Dec 31, 2025. Filed Mar 19, 2026.
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FY2025 · Filed Mar 19, 2026
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Item 15. Exhibits and Financial Statement Schedules
| (1) | The Company’s consolidated financial statements and related notes thereto are listed and included in this Annual Report (Item 8). |
| (2) | Financial statement schedules have been omitted either because they are not applicable, not required, or the information required to be set forth therein is included in the financial statements or notes thereto. |
| (3) | Report of Independent Registered Public Accounting Firm. |
| (4) | Notes to Financial Statements. |
| (b) | Exhibits: |
|---|
The exhibits listed in the following Exhibit Index are filed as part of this Annual Report:
| Exhibit Number | Description |
| 3.1 | Certificate of Incorporation, dated March 26, 2007 (incorporated by reference to the Company’s Registration Statement on Form S-1 filed on April 9, 2010). |
| 3.2 | Bylaws, as amended (incorporated by reference to the Company’s Registration Statement on Form S-1 filed on April 9, 2010). |
| 3.3 | Certificate of Amendment of Certificate of Incorporation, dated October 4, 2010 (incorporated by reference to the Company’s Current Report on Form 8-K filed on October 7, 2010). |
| 3.4 | Certificate of Amendment of the Certificate Incorporation (incorporated by reference to the Company’s Current Report on Form 8-K filed on March 1, 2018). |
| 3.5 | Certificate of Designation for Series A Preferred Shares (incorporated by reference to the Company’s Current Report on Form 8-K filed on August 23, 2022). |
| 3.6 | Certificate of Amendment of the Certificate Incorporation (incorporated by reference to the Company’s Current Report on Form 8-K filed on October 26, 2022). |
| 3.7 | Certificate of Amendment of the Certificate Incorporation (incorporated by reference to the Company’s Current Report on Form 8-K filed on August 8, 2023). |
| 3.8 | Certificate of Amendment of the Certificate Incorporation (incorporated by reference to the Company’s Current Report on Form 8-K filed on January 24, 2025). |
| 4.1 | Description of Securities (incorporated by reference to the Company’s Annual Report on Form 10-K filed on April 21, 2023). |
| 10.1 | Form of Note Amendment and Extension Agreement between the Company and investors (incorporated by reference to the Company’s Current Report on Form 8-K filed on April 16, 2024). |
| 10.2 | Bridge Promissory Note between the Company and David E. Graber dated May 16, 2024 (incorporated by reference to the Company’s Form S-1/A filed on September 10, 2025). |
| 10.3 | Bridge Promissory Note between the Company and David E. Graber dated June 18, 2024 (incorporated by reference to the Company’s Form S-1/A filed on September 10, 2025). |
| 10.4 | Bridge Promissory Note between the Company and David E. Graber dated July 11, 2024 (incorporated by reference to the Company’s Form S-1/A filed on September 10, 2025). |
| 10.5 | Bridge Promissory Note between the Company and David E. Graber dated August 19, 2024 (incorporated by reference to the Company’s Form S-1/A filed on September 10, 2025). |
| 10.6 | Bridge Promissory Note between the Company and David E. Graber dated August 28, 2024 (incorporated by reference to the Company’s Form S-1/A filed on September 10, 2025). |
| 10.7 | Consolidation Promissory Note between the Company and David E. Graber dated September 30, 2024 (incorporated by reference to the Company’s Form S-1/A filed on September 10, 2025). |
| 10.8 | Bridge Promissory Note between the Company and David E. Graber dated December 18, 2024 (incorporated by reference to the Company’s Form S-1/A filed on September 10, 2025). |
| 10.9 | 2024 Incentive Compensation Plan. (incorporated by reference to the Company’s Form S-1/A filed on September 10, 2025). |
| 10.10 | Amendment to 2024 Incentive Compensation Plan (incorporated by reference to the Company’s Form S-1/A filed on December 22, 2025). |
| 21.1 | Subsidiaries of the Registrant (incorporated by reference to the Company’s Annual Report on Form 10-K filed on April 1, 2024). |
| 31.1 | Certification of the Chief Executive Officer pursuant to Section 13a-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.* |
| 31.2 | Certification of Interim Chief Financial Officer pursuant to Section 13a-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.* |
| 32.1 | Certification of the Chief Executive Officer and pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.** |
| 32.2 | Certification of the Interim Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.** |
| 96.1 | Technical Report. (incorporated by reference to the Company’s Registration Statement on Form S-1 filed on February 12, 2024) |
| 101 | Interactive Data files pursuant to Rule 405 of Regulation S-T.* |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document. |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
| * | Filed herewith. |
|---|---|
| ** | Furnished herewith. |
| # | Indicates management contract or compensatory plan. |
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