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AMERICAN BATTERY MATERIALS, INC.

For the period ended Mar 31, 2026. Filed May 15, 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 15, 2026

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31,2026

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number:001-41594

(Exact name of Registrant as specified in its charter)

Delaware22-3956444
(State or Other Jurisdiction of Incorporation or Organization)(IRS Employer Identification No.)
500 West Putnam Avenue, Suite 400, Greenwich, CT06830
(Address of principal executive offices)(Zip Code)

800-998-7962

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common StockBLTHN/A

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☐Accelerated filer☐
Non-accelerated filer☒Smaller reporting company☒
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No☒

The number of shares of registrant’s common stock outstanding as of May 15, 2026:3,789,585.

FORM 10-Q

For the quarter ended March 31, 2026

INDEX

PAGE
PART I – FINANCIAL INFORMATION1
Item 1.Financial Statements1
Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025 (Unaudited)1
Consolidated Statements of Operations for the three months ended March 31, 2026 and 2025 (Unaudited)2
Consolidated Statements of Changes in Stockholders’ Deficit for the three months ended March 31, 2026 and 2025 (Unaudited)3
Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and 2025 (Unaudited)4
Notes to Unaudited Consolidated Financial Statements5
Item 2.Management’s Discussion and Analysis of Financial Conditions and Results of Operations15
Item 3.Quantitative and Qualitative Disclosure About Market Risk17
Item 4.Controls and Procedures18
PART II – OTHER INFORMATION19
Item 1.Legal Proceedings19
Item 1A.Risk Factors19
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds19
Item 3.Defaults Upon Senior Securities19
Item 4.Mine Safety Disclosures19
Item 5.Other Information20
Item 6.Exhibits20
SIGNATURES21

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