AMERICAN BATTERY TECHNOLOGY Co
For the period ended Mar 31, 2026. Filed May 11, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed May 11, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-12-31; filed 2026-02-05.
0001493152-26-005349
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-11.
0001493152-26-022149
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 71 previous paragraphs and 75 current paragraphs.
39 unchanged; 26 reworded; 7 added; 4 removed; 2 previous and 3 current paragraphs rearranged.
Tables are not compared: 10 previous and 11 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (7)
Current report
Company Financial Highlights:
Current report
Cost of goods sold during the three months ended March 31, 2026 and 2025 were $7.1 million and $3.7 million, respectively. The increase in the current year was primarily driven by an increase of $0.5 million in higher headcount, as we hired to support expanded production capacity, an increase in facility absorption costs of $2.0 million as production volume increased, and an increase in feedstock costs of $0.9 million.
Current report
The Company incurred negative cash flows from operating activities of $2.7 million for the three months ended March 31, 2026 and $10.3 million for three months ended March 31, 2025.
Current report
Cost of goods sold during the nine months ended March 31, 2026 and 2025 were $17.9 million and $9.5 million, respectively. The increase in cost of sales was primarily driven by an increase of $3.7 million in higher headcount, as we hired to support expanded production capacity, an increase in facility absorption costs of $2.6 million as production volume increased, and an increase in feedstock costs of $2.2 million.
Current report
The Company incurred negative cash flows from operating activities of $19.6 million for the nine months ended March 31, 2026 and $23.1 million for nine months ended March 31, 2025.
Current report
Research and development expenses consist primarily of personnel, laboratory leases, and supplies. Research and development expenses for the nine months ended March 31, 2026 and 2025, were $11.2 million and $8.2 million, respectively. The increase was primarily driven by higher payroll costs of $0.8 million related to expansion of engineering and technical teams to support production ramp-up, increased stock-based compensation of $1.7 million from new hires and fiscal year 2026 performance awards, and increased depreciation expense of $0.5 million.
Current report
For the nine months ended March 31:
Removed paragraphs (4)
Previous report
The project is featured on the FAST-41 Permitting Dashboard.
Previous report
Cost of goods sold during the three months ended December 31, 2025 and 2024 were $6.4 million and $3.3 million, respectively. The increase in cost of sales was primarily driven by higher headcount and an increase in operations as the plant was commissioned, and employees were hired to support expanded production capacity. In addition, cost of goods sold reflects depreciation expense associated with the recycling facility fixed assets, which commenced upon the facility’s in-service date during the three months ended September 30, 2024. We expect these costs to be reduced as a percentage of revenue as we scale our production and gain efficiencies in the production process.
Previous report
Cost of goods sold during the six months ended December 31, 2025 and 2024 were $10.8 million and $5.8 million, respectively. The increase in cost of sales was primarily driven by higher headcount and an increase in operations as the plant was commissioned, and employees were hired to support expanded production capacity. In addition, cost of goods sold reflects depreciation expense associated with the recycling facility fixed assets, which commenced upon the facility’s in-service date during the three months ended September 30, 2024. We expect these costs to be reduced as a percentage of revenue as we scale our production and gain efficiencies in the production process.
Previous report
For the six months ended December 31:
Reworded paragraphs (26)
Previous wording
To implement this business strategy, the Company has constructed its first integrated lithium–ion battery recycling facility, which takes in waste and end–of–life battery materials from the electric vehicle, battery energy storage system (“BESS”), and consumer electronics industries. The ramp-up and operation of this facility remain top priorities, and the Company has significantly expanded resources to support its development. These efforts include hiring additional technical staff, expanding laboratory facilities, and purchasing equipment. As a result, the Company generated its first revenue in the fourth quarter of fiscal year 2024 and achieved continued growth in production volumes and revenue through December 31, 2025.
Current wording
To implement this business strategy, the Company has constructed and is operating its first integrated lithium–ion battery recycling facility, which takes in waste and end–of–life battery materials from the electric vehicle, battery energy storage system (“BESS”), and consumer electronics industries. The ramp-up and operation of this facility remain top priorities, and the Company has significantly expanded resources to support its development. These efforts include hiring additional technical staff, expanding laboratory facilities, and purchasing equipment. As a result, the Company generated its first revenue in the fourth quarter of fiscal year 2024 and has achieved continued growth in production volumes and revenue through March 31, 2026.
Previous wording
Additionally, the Company is accelerating the demonstration and commercialization of its internally developed low–cost and low–environmental impact processing train for the manufacturing of battery grade lithium hydroxide from Nevada–based sedimentary claystone resources. The Company was awarded and has completed a grant cooperative agreement from the DOE’s Advanced Manufacturing and Materials Technologies Office through the Critical Materials Innovation program to support a $4.5 million project for the construction and operation of a multi–ton per day integrated continuous demonstration system to support the scale–up and commercialization of these technologies.
Current wording
Additionally, the Company is accelerating the demonstration and commercialization of its internally developed low–cost and low–environmental impact processing train for the manufacturing of battery grade lithium hydroxide from Nevada–based sedimentary claystone resources. The Company was awarded and has completed a grant cooperative agreement from the DOE’s Advanced Manufacturing and Materials Technologies Office through the Critical Materials Innovation program to support a $4.5 million project for the construction and operation of a multi–ton per day integrated continuous demonstration system to support the scale–up and commercialization of these technologies. The Company has completed the construction and commissioning of this demonstration system, which enables the Company to demonstrate its technologies for accessing the lithium housed in its unconventional resource, TFLP, and to generate large amounts of battery grade lithium hydroxide for delivery to customers for qualifications and evaluation.
Previous wording
In June 2025, the TFLP was selected by the National Energy Dominance Council (NEDC) and the FAST-41 Permitting Council as a Transparency Priority Project. This designation highlights the project’s role in advancing domestic critical mineral lithium production and supporting U.S. energy independence. In August 2025, the TFLP was further approved by the FAST-41 Permitting Council as a Covered Priority Project, which provided additional resources to streamlining the permitting efforts for this project.
Current wording
In June 2025, the TFLP was selected by the National Energy Dominance Council and the FAST-41 Permitting Council as a Transparency Priority Project. This designation highlights the project’s role in advancing domestic critical mineral lithium production and supporting U.S. energy independence. In August 2025, the TFLP was further approved by the FAST-41 Permitting Council as a Covered Priority Project, which provided additional resources to streamlining the permitting efforts for this project.
Previous wording
Fiscal Second Quarter 2026 Financial Highlights (Three Months):
Current wording
Fiscal Third Quarter 2026 Financial Highlights (Three Months):
Previous wording
A reconciliation of cost of goods sold to cash cost of goods sold and adjusted gross margin (both are a non-GAAP measure) for the three months ended December 31, 2025 was as follows:
Current wording
A reconciliation of cost of goods sold to cash cost of goods sold and adjusted gross margin
Previous wording
Fiscal Year to Date 2026 Financial Highlights:
Current wording
Fiscal Year to Date 2026 Financial Highlights (Nine Months):
Previous wording
A reconciliation of cost of goods sold to cash cost of goods sold and adjusted gross margin (both are a non-GAAP measure) for the six months ended December 31, 2025 was as follows:
Current wording
A reconciliation of cost of goods sold to cash cost of goods sold and adjusted gross margin
Previous wording
During the three months ended December 31, 2025 and 2024, our revenue was $4.8 million and $0.3 million, respectively, which related to the sale of our products and byproducts resulting from recycling operations. The increase in revenue was primarily driven by an increase in available feedstock, which enabled higher production throughput, as well as higher market prices for black mass and mixed metals byproducts during the current period, compared to the prior-year period.
Current wording
During the three months ended March 31, 2026 and 2025, our revenue was $7.8 million and $1.0 million, respectively, which related to the sale of our products and byproducts resulting from recycling operations. The increase in revenue was primarily driven by an increase in processed feedstock, which enabled higher production throughput, as well as higher market prices for black mass and mixed metals byproducts during the current-year period.
Previous wording
During the three months ended December 31, 2025, the Company incurred $8.3 million of operating expenses compared to $10.8 million of operating expenses during the three months ended December 31, 2024. The decrease is primarily due to the items described below:
Current wording
During the three months ended March 31, 2026, the Company incurred $35.1 million of operating expenses compared to $8.0 million of operating expenses during the three months ended March 31, 2025. The increase is primarily due to the items described below:
Previous wording
General and administrative expenses consist of stock-based compensation, office expenses, legal, accounting, recruiting, business development, public relations, and general facility expenses. For the three months ended December 31, 2025, general and administrative expenses were $3.9 million, a decrease of $3.8 million from the same period in the prior year. A majority of the decrease is related to approximately $4.1 million of stock compensation expense associated with Fiscal 2026 executive performance milestones that is not recognizable as expense in the current quarter as the milestones were not finalized and approved by the board of directors until January 2026. This amount, in addition to the estimated expense for the quarter ended March 31, 2026, will be recognized as expense in that quarter.
Current wording
General and administrative expenses consist of stock-based compensation, office expenses, legal, accounting, recruiting, business development, public relations, and general facility expenses. For the three months ended March 31, 2026, general and administrative expenses were $29.8 million, an increase of $26.2 million from the same period in the prior year. A majority of the increase is related to approximately $24.5 million of stock compensation expense associated with the fiscal year 2026 executive performance-based awards recognized in the current quarter upon finalization and approval of the performance milestones by the Board of Directors in January 2026. The expense recognized in the period was further impacted by the vesting of awards effective as of July 1, 2024, as well as a higher grant-date stock price for fiscal year 2026 awards compared to the prior year.
Previous wording
Research and development expenses consist primarily of personnel, laboratory leases, and supplies. Research and development expenses for the three months ended December 31, 2025 and 2024, were $3.8 million and $2.9 million, respectively. The increase is primarily related to an increase in stock compensation and payroll for $0.8 million as the Company hired additional engineers and technical program managers to support the operations of the Plant and the progression of the Tonopah project through the PFS and NEPA processes. The increase in stock compensation during the three months ended December 31, 2025 is due to initial vesting of the performance awards issued in September 2025.
Current wording
Research and development expenses consist primarily of personnel, laboratory leases, and supplies. Research and development expenses for the three months ended March 31, 2026 and 2025, were $4.6 million and $3.3 million, respectively. The increase is primarily related to an increase in stock compensation expense and payroll for $1.4 million as the Company hired additional engineers and technical program managers to support the operations of the Plant and the progression of the TFLP through the feasibility studies and National Environmental Policy Act (“NEPA”) review processes.
Previous wording
Exploration costs consist primarily of drilling, assay, claim fees, personnel, stock-based compensation, office and warehouse, travel, and other costs related to exploration of claims in central Nevada. Exploration expenses totaled $0.5 million for the three months ended December 31, 2025 and $0.2 million for the three months ended December 31, 2024 respectively. The increase is primarily related to the pre-feasibility study activities and annual mineral claim maintenance fees.
Current wording
Exploration costs consist primarily of drilling, assay, claim fees, personnel, stock-based compensation, office and warehouse, travel, and other costs related to exploration of claims in central Nevada. Exploration expenses totaled $0.7 million for the three months ended March 31, 2026 and $1.0 million for the three months ended March 31, 2025 respectively.
Previous wording
Other income was $0.6 million in the three months ended December 31, 2025, versus other income of $0.4 million during the same period in the prior year. The change for the three months ended December 31, 2025 primarily resulted from a $1.1 million change in fair value of liability classified instruments, an increase in interest income due to investment of cash in money market funds of $0.6 million, and a decrease in the amortization and accretion of financing costs of $0.7 million.
Current wording
Other income was $0.6 million in the three months ended March 31, 2026, versus other expense of $0.9 million during the same period in the prior year. The change for the three months ended March 31, 2026 primarily resulted from a $0.9 million decrease in the amortization and accretion of financing costs, an increase in interest income of $0.3 million due to investment of cash in money market funds, and an increase in other income of $0.2 million.
Previous wording
Results of Operations for the Six Months Ended December 31, 2025 and 2024
Current wording
Results of Operations for the Nine Months Ended March 31, 2026 and 2025
Previous wording
During the six months ended December 31, 2025 and 2024, our revenue was $5.7 million and $0.5 million, respectively, which related to the sale of our black mass and byproducts resulting from recycling operations. The increase in revenue was primarily driven by an increase in available feedstock, which enabled higher production throughput, as well as higher market prices for black mass and mixed metals byproducts during the current period, compared to the prior-year period.
Current wording
During the nine months ended March 31, 2026 and 2025, our revenue was $13.5 million and $1.5 million, respectively, which related to the sale of our products and byproducts resulting from recycling operations. The increase in revenue was primarily driven by an increase in processed feedstock, which enabled higher production throughput, as well as higher market prices for black mass and mixed metals byproducts during the current-year period.
Previous wording
During the six months ended December 31, 2025, the Company incurred $14.9 million of operating expenses compared to $18.3 million of operating expenses during the six months ended December 31, 2024. The decrease is primarily due to the items described below:
Current wording
During the nine months ended March 31, 2026, the Company incurred $50.0 million of total operating expenses compared to $26.2 million of total operating expenses during the nine months ended March 31, 2025. The increase is primarily due to the items described below:
Previous wording
General and administrative expenses consist of stock-based compensation, office expenses, legal, accounting, recruiting, business development, public relations, and general facility expenses. For the six months ended December 31, 2025, general and administrative expenses were $7.5 million, a decrease of $5.1 million from the same period in the prior year, primarily related to: decrease of $4.1 million in stock compensation expense associated with Fiscal 2026 executive performance milestones that is not recognizable as expense in the current quarter as the milestones were not finalized and approved by the board of directors until January 2026. This amount, in addition to the estimated expense for the quarter ended March 31, 2026, will be recognized as expense in that quarter; a decrease in payroll costs of $0.8 million, driven by changes in employee activity, resulting in a decrease in general and administrative expenses with a corresponding increase to research and development expenses; and $0.2 million in accounting, compliance, legal and insurance expenses.
Current wording
General and administrative expenses consist of stock-based compensation, office expenses, legal, accounting, recruiting, business development, public relations, and general facility expenses. For the nine months ended March 31, 2026, general and administrative expenses were $37.4 million, an increase of $21.0 million compared to the same period in the prior year, primarily driven by stock-based compensation expense of $24.5 million associated with the fiscal year 2026 executive performance-based awards recognized in the current quarter upon finalization and approval of the performance milestones by the Board of Directors in January 2026. The expense recognized in the period was further impacted by the vesting of awards effective as of July 1, 2024, as well as a higher grant-date stock price for fiscal year 2026 awards compared to the prior year
Previous wording
Exploration costs consist primarily of drilling, assay, claim fees, personnel, stock-based compensation, office and warehouse, travel, and other costs related to exploration of claims in central Nevada. Exploration expenses totaled $0.8 million for the six months ended December 31, 2025, compared to $0.7 million during the same period in the prior year. Mineral exploration costs increased for the period, primarily reflecting the ongoing pre-feasibility study activities and annual mineral claim maintenance fees, offset by capitalization of costs related to proven and probable reserves..
Current wording
Exploration costs consist primarily of drilling, assay, claim fees, personnel, stock-based compensation, office and warehouse, travel, and other costs related to exploration of claims in central Nevada. Exploration expenses remained somewhat consistent year-over-year totaling $1.5 million for the nine months ended March 31, 2026, compared to $1.7 million during the same period in the prior year.
Previous wording
Other income was $0.4 million in the six months ended December 31, 2025, versus other expense of $1.5 million during the same period in the prior year. The change for the six months ended December 31, 2025 primarily resulted from a change in fair value of the derivative liability of $0.7 million (see Note 13 of the condensed consolidated financial statements for further detail), $0.7 loss on debt extinguishment, $0.6 million loss on private placement, $0.9 million for change in fair value of liability classified instruments, an increase in interest income due to investment of cash in money market funds, and a decrease in the amortization and accretion of financing costs of $1.6 million.
Current wording
Other income was $1.0 million in the nine months ended March 31, 2026, versus other expense of $2.3 million during the same period in the prior year. The change for the nine months ended March 31, 2026 primarily resulted from a change in fair value of the derivative liability of $0.7 million (see Note 13 of the condensed consolidated financial statements for further detail), $0.7 loss on debt extinguishment, $0.6 million loss on private placement, $0.9 million for change in fair value of liability classified instruments, an increase in interest income due to investment of cash in money market funds of $0.7 million, an increase in other income of $0.5 million, and a decrease in the amortization and accretion of financing costs of $2.5 million.
Previous wording
At December 31, 2025, the Company had available cash of $47.9 million and total assets of $123.3 million compared to available cash of $7.5 million and total assets of $84.5 million at June 30, 2025. The increase of cash is due to the raising of capital through the exercising of warrant agreements, utilization of the ATM sales agreement with Virtu Americas, LLC, and revenue from sales of its products.
Current wording
At March 31, 2026, the Company had available cash of $37.7 million and total assets of $119.4 million compared to available cash of $7.5 million and total assets of $84.5 million at June 30, 2025. The increase of cash is due to the raising of capital through the exercising of warrant agreements, utilization of the ATM sales agreement with Virtu Americas, LLC, and revenue from sales of its products.
Previous wording
The Company had total current liabilities of $4.2 million at December 31, 2025, compared to $13.7 million at June 30, 2025. The decrease related to conversion of the debt as discussed in Note 11 and timing of payments for accounts payable and accrued expenses.
Current wording
The Company had total current liabilities of $6.6 million at March 31, 2026, compared to $13.7 million at June 30, 2025. The decrease related to conversion of the debt as discussed in Note 11 and timing of payments for accounts payable and accrued expenses.
Previous wording
As of December 31, 2025, the Company had working capital of $58.0 million compared to $10.9 million at June 30, 2025.
Current wording
As of March 31, 2026, the Company had working capital of $46.0 million compared to $10.9 million at June 30, 2025.
Previous wording
During the six months ended December 31, 2025, the Company used $16.9 million of cash for operating activities, compared to use of $12.8 million during the six months ended December 31, 2024. In both periods, the cash used supported an increased scale of operations including increased employee headcount and personnel costs, increased production, and increased administrative costs.
Current wording
During the nine months ended March 31, 2026, the Company used $19.6 million of cash for operating activities, compared to $23.1 million during the nine months ended March 31, 2025. In both periods, the cash used supported an increased scale of operations including increased employee headcount and personnel costs, increased production, and increased administrative costs.
Previous wording
During the six months ended December 31, 2025, the Company used cash in investing activities of $2.2 million. The Company used $1.6 million for acquisition of property and equipment for its recycling facilities while $0.5 million was used for capitalization of costs related to proven and probable reserves. This is in comparison to cash used in investing activities of $1.5 million for the six months ended December 31, 2024 for acquisition of property and equipment.
Current wording
During the nine months ended March 31, 2026, the Company used cash in investing activities of $9.7 million. The Company used $8.4 million for acquisition of property and equipment for its recycling facilities while $1.3 million was used for capitalization of costs related to proven and probable reserves. This is in comparison to cash used in investing activities of $2.0 million for the nine months ended March 31, 2025 for acquisition of property and equipment.
Previous wording
During the six months ended December 31, 2025, the Company had cash provided by financing activities of $55.4 million, compared to $27.9 million provided during the six months ended December 31, 2024. The Company has relied on equity and debt financing to support its increased operating activities, the ramp up of the recycling plant, development of the lithium claystone pilot plant, and upgrades to the geological classification of its Tonopah Flats claims through additional studies and assessments.
Current wording
During the nine months ended March 31, 2026, the Company had cash provided by financing activities of $55.4 million, compared to $25.9 million provided during the nine months ended March 31, 2025. The Company has relied on equity and debt financing to support its increased operating activities, the ramp up of the recycling plant, development of the lithium claystone pilot plant, and upgrades to the geological classification of its Tonopah Flats claims through additional studies and assessments.
Previous wording
The Company received proceeds of $55.4 million from equity financings and warrant conversions during the six months ended December 31, 2025, compared to $33.4 million in the prior year period. In the six months ended December 31, 2024, equity financing proceeds were offset by the repayment of $5.5 million of notes payable. In the current period, the carrying value of notes payable totaling $8.0 million was fully extinguished through conversion to equity, and no amounts remain outstanding.
Current wording
The Company received proceeds of $55.4 million from equity financings and warrant conversions during the nine months ended March 31, 2026, compared to $33.4 million in the prior year period. In the nine months ended March 31, 2025, equity financing proceeds were offset by the repayment of $7.5 million of notes payable. In the current period, the carrying value of notes payable totaling $8.0 million was fully extinguished through conversion to equity, and no amounts remain outstanding.
Rearranged current paragraphs (3)
Current report — wording carried from elsewhere
(both are a non-GAAP measure) for the three months ended March 31, 2026 was as follows:
Current report — wording carried from elsewhere
(both are a non-GAAP measure) for the nine months ended March 31, 2026 was as follows:
Current report — wording carried from elsewhere
Management uses certain non-GAAP metrics to evaluate our operating and financial results. We believe the presentation of non-GAAP results is useful to investors for analysing business trends as well as to view the results from management’s perspective. Non-GAAP cost of goods sold excludes certain non-cash charges including depreciation expense and stock-based compensation. Non-GAAP results have limitations as an analytical tool, and you should not consider them in isolation or as a substitute for our results reported under GAAP.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
The Company has completed the construction and commissioning of its lithium hydroxide (“LiOH”) pilot plant. The construction and commissioning of this pilot plant enables the Company to demonstrate its technologies for accessing the lithium housed in its unconventional resource, Tonopah Flats Lithium Project (“TFLP”), in an integrated and continuous system, and to generate large amounts of battery grade lithium hydroxide for delivery to customers for qualifications and evaluation.
Previous report — wording carried elsewhere
Research and development expenses consist primarily of personnel, laboratory leases, and supplies. Research and development expenses for the six months ended December 31, 2025 and 2024, were $6.5 million and $5.0 million, respectively.