UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

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

 

Date of Report (Date of earliest event reported): May 27, 2021 (April 21, 2021)

 

AMERICAN BATTERY METALS CORPORATION

(Exact name of Registrant as specified in its charter)

 

Nevada

 

000-55088

 

33-1227980

(State or other jurisdiction

 

(Commission File Number)

 

(IRS Employer

of Incorporation)

 

 

 

Identification Number)

 

 

 

 

 

930 Tahoe Blvd., Suite 802-16

Incline Village, NV 89451

(Address of principal executive offices)

 

Tel: (775) 473-4744

(Registrant’s Telephone Number)

 

 

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company under any of the following provisions:

 

[   ]Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)  

 

[   ]Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)  

 

[   ]Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) 

 

[   ]Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 

 

Securities registered pursuant to Section 12(b) of the Act: None

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

 

 

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). [   ]

 

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. [   ]


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Item 8.01. Other Events.

 

On April 21, 2021, Douglas Cole, Chairman and Chief Operating of American Battery Metals Corporation (the “Company”), Douglas MacLellan and William Hunter, each directors of the Company, entered into Rule 10b5-1 trading plans (the “Plans”) to sell shares of Company common stock. Under the plans, which are similar, each of the participants may sell up to 750,000 shares of the Company‘s common stock on an approximate quarterly basis during specified trading weeks over the next twelve months. The trading weeks are staggered so that none of the participants may sell shares in the same calendar week as the other participants. Furthermore, the sales of stocks are subject to volume limitations, minimum market prices and other terms as set forth in the Plans. The first trading week under the Plans begins on June 1, 2021.

 

Rule 10b5-1 allows insiders to adopt written plans for trading securities in a non-discretionary, pre-scheduled manner in order to avoid concerns about initiating stock transactions when the insider may be aware of non-public information. Each of the participants entered into the plan in order to provide liquidity to meet anticipated tax obligations, to make certain charitable gifts, and/or to diversify their financial holdings. Actual sales made pursuant to the plan, if any, will be disclosed publicly through applicable filings with the Securities and Exchange Commission.

 

The Company does not undertake to report 10b5-1 plans that may be adopted by any officers or directors in the future, or to report any modification or termination of any trading plan, whether or not the plan was publicly announced, except to the extent required by law.


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SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

AMERICAN BATTERY METALS CORPORATION

 

 

Date: May 28, 2021

/s/ Douglas Cole

 

Douglas Cole

 

Chief Executive Officer


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