UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
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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. ☐
Introductory Note
We are filing this Current Report on Amendment No. 1 of the Form 8-K/A to update Item 1.01 of the Report regarding the execution of an Addendum to the Memorandum of Understanding with Ergon Asphalt & Emulsion, Inc. to finalize an exclusive U.S. license agreement.
Item 1.01 Entry into a Material Definitive Agreement
On May 30, 2025, Verde Renewables, Inc., a wholly owned subsidiary of the Company, entered into a Memorandum of Understanding (the “MOU”) with Ergon Asphalt & Emulsion, Inc. (“Ergon”). The MOU set forth the parties’ intent to negotiate and finalize an exclusive license agreement covering the United States within ninety (90) days from the date of the MOU.
As of August 29, 2025, the parties executed an Addendum to the MOU (the “Addendum”) acknowledging that additional time is required to finalize the definitive agreement. Under the Addendum, the parties confirmed their mutual commitment to complete negotiations and execute the exclusive U.S. license agreement within September 2025.
All other terms of the MOU remain unchanged and in effect.
Item 9.01 Financial Statements and Exhibits
The Addendum to Memorandum of Understanding is attached hereto as Exhibit 10.1.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
VERDE RESOURCES, INC.
/s/ Jack Wong |
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Jack Wong |
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Chief Executive Officer |
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Date: | August 29, 2025 |
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