Solidion Technology Inc. reported that prior financial statements should not be relied upon.
“On March 18, 2026, the Chief Financial Officer of Solidion Technology, Inc. (the “Company”), after consultation with the Company’s Audit Committee, concluded that the Company’s previously issued audited financial statements as of and for the year ended December 31, 2024 and related audit report as well as the interim periods within that year (the “Affected Financial Information”), included in the Company’s Annual Report on Form 10-K for such period, should no longer be relied upon.”
Auditor Changes
Solidion Technology Inc. dismissed Deloitte & Touche LLP as its auditor.
“the Audit Committee of Solidion Technology, Inc. (the “Company”) approved the dismissal of Deloitte & Touche LLP (“Deloitte”) as its independent registered public accounting firm, effective immediately following the filing of the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 (the “2025Q3 Quarterly Report”).”
Auditor Changes
Solidion Technology Inc. reported that prior financial statements should not be relied upon.
“On November 14, 2025, the Chief Financial Officer of Solidion Technology, Inc. (the “Company”), after consultation with the Company’s Audit Committee, concluded that the Company’s previously issued interim financial statements as of and for the period ended June 30, 2025 (the “Affected Financial Information”) included in the Company’s Quarterly Report on Form 10-Q for such period should no longer be relied upon.”
Auditor Changes
Solidion Technology Inc. dismissed Deloitte & Touche LLP as its auditor.
“the Audit Committee of Solidion Technology, Inc. (the “Company”) approved the dismissal of Deloitte & Touche LLP (“Deloitte”) as its independent registered public accounting firm”
M&A Transactions
Solidion Technology Inc. underwent a change of control involving Madison Bond LLC and Bayside Project LLC.
“the Conversion was effected, which resulted in a change in control of the Company by virtue of holding approximately 47.5% of the Company’s issued and outstanding Common Stock and being the largest stockholder of the Company.”
Listing & Compliance Notices
Solidion Technology Inc. received a nasdaq deficiency notice notice regarding market value (rules 5450(b)(2)(C), 5810(c)(3)(D)).
“April 16, 2025, Solidion Technology, Inc. (the “ Company ”) received notice (the “ Notice ”) from the Listing Qualifications staff of the Nasdaq Stock Market LLC (“ Nasdaq ”) due to the Company’s noncompliance with Nasdaq Listing Rules 5450(b)(2)(C). The Notice cites the Company’s not being in compliance with the minimum Market Value of Publicly Held Shares (“ MVPHS ”) requirement as set forth in Nasdaq Listing Rule 5450(b)(2)(C). Pursuant to Nasdaq Listing Rule 5810(c)(3)(D), the Company has a compliance period of 180 calendar days, or until October 13, 2025, to regain compliance with the MVP”
Listing & Compliance Notices
Solidion Technology Inc. received a nasdaq noncompliance notice notice regarding other (rules 5450(b)(3)(A)).
“April 10, 2025, Solidion Technology, Inc. (the “ Company ”) received notice (the “ Notice ”) from the Listing Qualifications staff of the Nasdaq Stock Market LLC (“ Nasdaq ”) due to the Company’s noncompliance with Nasdaq Listing Rules 5450(b)(2)(A) and 5450(b)(3)(A). The Notice cites the Company’s (a) not being in compliance with the minimum Market Value of Listed Securities (“ MVLS ”) requirement as set forth in Nasdaq Listing Rule 5450(b)(2)(A) and (b) not being in compliance with the total assets and total revenue standard as set forth in Nasdaq Listing Rule 5450(b)(3)(A) (collectively, th”
Listing & Compliance Notices
Solidion Technology Inc. received a nasdaq deficiency notice notice regarding market value (rules 5450(b)(2)(A), 5450(b)(3)(A)).
“April 10, 2025, Solidion Technology, Inc. (the “ Company ”) received notice (the “ Notice ”) from the Listing Qualifications staff of the Nasdaq Stock Market LLC (“ Nasdaq ”) due to the Company’s noncompliance with Nasdaq Listing Rules 5450(b)(2)(A) and 5450(b)(3)(A). The Notice cites the Company’s (a) not being in compliance with the minimum Market Value of Listed Securities (“ MVLS ”) requirement as set forth in Nasdaq Listing Rule 5450(b)(2)(A) and (b) not being in compliance with the total assets and total revenue standard as set forth in Nasdaq Listing Rule 5450(b)(3)(A) (collectively, th”
Auditor Changes
Solidion Technology Inc. reported that prior financial statements should not be relied upon.
“equire restatements and should no longer be relied upon. In addition, any previous communications describing the Company’s quarterly financial statements and other related financial information covering the Affected Periods should no longer be relied upon. In connection with the preparation of the Company's audited financial statements for the year ended December 31, 2024, the Company identified an error related to the accounting for issuance costs associated with convertible notes. Specifically, approximately $2.8 million of non-cash, non-operating stock-based expense related to bonus shares was inadvertently omitted from the financial results for the quarter ended March 31, 2024. The Company will include restated financial information for the Affected Periods in a footnote to the financial statements included in the Company's Annual Report on Form 10-K for the fiscal year ended Decembe”
Listing & Compliance Notices
Solidion Technology Inc. received a nasdaq delisting notice notice regarding minimum bid price (rules 5450(a)(1), 5810(c)(3)(A)).
“January 29, 2025, the Company received a Staff determination letter that stated the Company had not regained compliance with the Bid Price Rule, and, as a result, the Company’s common stock is now subject to delisting from the Nasdaq Global Market at the opening of business on February 7, 2025. The Company may submit a written request to appeal the Staff’s determination to a Hearings Panel, no later than February 5, 2025, which request would stay the suspension of the Common Stock and the filing of the Form 25-NSE pending the Hearings Panel’s decision. The Company intends to submit a request t”
Listing & Compliance Notices
Solidion Technology Inc. received a nasdaq delisting notice notice regarding minimum bid price (rules 5450(a)(1)).
“January 29, 2025, the Company received a Staff determination letter that stated the Company had not regained compliance with the Bid Price Rule, and, as a result, the Company’s common stock is now subject to delisting fr”
John Davis was appointed as independent member of the Board at Solidion Technology Inc..
“the Board unanimously appointed John Davis, a current Board member, as an independent member of the Board to replace Ms. Shao-Horn in such capacity and on all committees on which she previously served.”
Yang Shao-Horn resigned as member of the Board at Solidion Technology Inc..
“On August 30, 2024, Yang Shao-Horn notified the Board of Directors (the “Board”) of Solidion Technology Inc. (the “Company”) of her resignation as a member of the Board, effective as of August 30th, 2024.”
James Vance resigned as Director at Solidion Technology Inc..
“On August 12, 2024, James Vance notified the Board of Directors (the “Board”) of the Company of his resignation as a member of the Board, effective as of such date.”
Auditor Changes
Solidion Technology Inc. engaged Deloitte & Touche LLP as its auditor.
“On April 19, 2024, upon the approval of the Audit Committee, the Company engaged Deloitte & Touche LLP (“Deloitte”) as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024, effective immediately.”
Auditor Changes
Solidion Technology Inc. dismissed Marcum LLP as its auditor.
“On April 19, 2024, upon the approval of its Audit Committee of the Board of Directors (the “Audit Committee”) of Solidion Technology, Inc. (the “Company”), the Company dismissed Marcum LLP (“Marcum”) as the Company’s independent registered public accounting firm.”
Material Agreements
Solidion Technology Inc. entered into Securities Purchase Agreement with certain institutional investors valued at aggregate gross proceeds of approximately $3.85 million (effective 2024-03-13).
“On March 13, 2024, Solidion Technology, Inc. (the “ Company ”) entered into a private placement transaction (the “ Private Placement ”), pursuant to a Securities Purchase Agreement (the “ Subscription Agreement ”) with certain institutional investors (the “ Purchasers ”) for aggregate gross proceeds of approximately $3.85 million, before deducting fees to the placement agent and other expenses payable by the Company in connection with the Private Placement.”
Governance Changes
Solidion Technology Inc.: Nubia ceased being a shell company as a result of the Transactions.
“As a result of the Transactions, Nubia ceased being a shell company.”
Governance Changes
Solidion Technology Inc.: New Code of Business Conduct and Ethics adopted on February 2, 2024 (effective 2024-02-02).
“On February 2, 2024, the Nubia Board adopted a new Code of Business Conduct and Ethics that applies to all of its employees, officers and directors, including its Chief Executive Officer, Chief Financial Officer and other executive and senior financial officers.”
Governance Changes
Solidion Technology Inc.: Amended and Restated Bylaws adopted in connection with the business combination closing.
“In connection with the Closing, the Combined Company adopted the Amended and Restated Certificate of Incorporation and the Amended and Restated Bylaws (defined below) effective as of the Closing Date.”
Governance Changes
Solidion Technology Inc.: Amended and Restated Certificate of Incorporation adopted in connection with the business combination closing.
“In connection with the Closing, the Combined Company adopted the Amended and Restated Certificate of Incorporation and the Amended and Restated Bylaws (defined below) effective as of the Closing Date.”
M&A Transactions
Solidion Technology Inc. underwent a change of control involving Honeycomb Battery Company (HBC), Nubia Brand International Corp., Nubia Merger Sub, Inc., Global Graphene Group, Inc., Arbor Lake Capital Inc. for $700,000,000 (closed 2024-02-02).
“to the terms of the Merger Agreement, the aggregate consideration paid to the stockholders of HBC pursuant to the Merger Agreement (the “Merger Consideration”) was equal to $700,000,000, minus $2,000,000 (plus any additional interest or penalties) for the federal tax lien (the “G3 Tax Lien”) filed against G3 (as defined below) in the Montgomery County Recorder’s”
Shareholder Votes
Solidion Technology Inc. shareholders approved Proposal to approve issuance of more than 20% of issued and outstanding Class A shares and resulting change in control in connection with the Transactions at the 2023-12-14 meeting.
“Proposal to approve, for purposes of complying with Nasdaq Listing Rule 5635(a) and (b), the issuance of more than 20% of the issued and outstanding shares of Nubia’s Class A common stock and the resulting change in control in connection with the Transactions 6,359,134 1,101 0”
Shareholder Votes
Solidion Technology Inc. shareholders approved Election of seven directors to serve on Solidion Technology, Inc.’s board of directors effective as of the closing of the Transactions at the 2023-12-14 meeting.
“Proposal Number to elect seven directors to serve on Solidion Technology, Inc.’s board of directors effective as of the closing of the Transactions in accordance with the Merger Agreement 6,359,135 1,100 0”
Shareholder Votes
Solidion Technology Inc. shareholders approved Proposal to approve and adopt Solidion Technology, Inc.’s 2023 Stock Incentive Plan at the 2023-12-14 meeting.
“Proposal to approve and adopt Solidion Technology, Inc.’s 2023 Stock Incentive Plan, and the material terms thereof, including the authorization of the initial share reserve thereunder 6,359,134 1,101 0”
Shareholder Votes
Solidion Technology Inc. shareholders approved Proposal to amend Nubia’s existing amended and restated certificate of incorporation to expand the methods that Nubia may employ to not become subject to the “penny stock” rules of the Securities and Exchange Commission at the 2023-12-14 meeting.
“Proposal to consider and vote upon a proposal to amend Nubia’s existing amended and restated certificate of incorporation to expand the methods that Nubia may employ to not become subject to the “penny stock” rules of the Securities and Exchange Commission 6,360,135 100 0”
Shareholder Votes
Solidion Technology Inc. shareholders approved Proposal to approve and adopt the second amended and restated certificate of incorporation of Nubia at the 2023-12-14 meeting.
“Proposal to approve and adopt the second amended and restated certificate of incorporation of Nubia (the “ Charter Proposal ”) 6,359,134 1,101 0”
Shareholder Votes
Solidion Technology Inc. shareholders approved Proposal to approve the business combination including adopting the Merger Agreement and approving the other transactions contemplated by the Merger Agreement and related agreements at the 2023-12-14 meeting.
“Proposal to approve the business combination described in the proxy statement, including (a) adopting the Merger Agreement and (b) approving the other transactions contemplated by the Merger Agreement and related agreements 6,359,135 1,100 0”
Governance Changes
Solidion Technology Inc.: Extended deadline to consummate initial business combination from December 15, 2023 to March 15, 2024 (effective 2023-12-15).
“the Company filed a second certificate of amendment to its amended and restated certificate of incorporation (the “ Charter Amendment ”) which became effective upon filing. The Charter Amendment changed the date by which Nubia must consummate an initial business combination from December 15, 2023 to March 15, 2024.”
Shareholder Votes
Solidion Technology Inc. shareholders approved Proposal to amend the Company's charter to provide for the right of Class B stockholders to convert into Class A common stock on a one-for-one basis at any time prior to the closing of a business combination (Founder Share Amendment) at the 2023-12-15 meeting.
“Proposal to amend the Company’s charter to provide for the right of a holder of the Company’s Class B common stock, par value $0.0001 per share, to convert into shares of the Company’s Class A common stock, par value $0.0001 per share on a one-for-one basis at any time, and from time to time, prior to the closing of a business combination at the election of the holder (the “ Founder Share Amendment Proposal ”). 5,540,137 546,349 0”
Shareholder Votes
Solidion Technology Inc. shareholders approved Proposal to amend the Investment Management Trust Agreement to extend the liquidation date of the trust account from December 15, 2023 to March 15, 2024 at the 2023-12-15 meeting.
“Proposal to amend the Investment Management Trust Agreement, dated March 10, 2022, by and between the Company and Continental Stock Transfer & Trust Company (the “ Trustee ”), to allow the Company to extend the date on which the Trustee must liquidate the trust account established by the Company in connection with the IPO if the Company has not completed its initial business combination, by three months from December 15, 2023 (the date that is 21 months from the closing date of the IPO) to March 15, 2024 (the date that is 24 months from the closing date of the IPO). 5,183,117 903,369 0”
Shareholder Votes
Solidion Technology Inc. shareholders approved Proposal to amend the Company's Amended and Restated Certificate of Incorporation to extend the business combination deadline from December 15, 2023 to March 15, 2024 at the 2023-12-15 meeting.
“Proposal to amend the Company’s Amended and Restated Certificate of Incorporation to allow the Company to extend the date by which the Company must consummate a business combination by three months from December 15, 2023 (the date that is 21 months from the closing date of the Company’s initial public offering of units (the “IPO”)) to March 15, 2024 (the date that is 24 months from the closing date of the IPO. 5,183,118 903,368 0”
Material Agreements
Solidion Technology Inc. entered into Forward Purchase Agreement with Solidion Technology, Inc. valued at Forward Purchase Agreement for purchase of up to 9.9% of Class A ordinary shares (effective 2023-12-13).
“On December 13, 2023, NUBI entered into an agreement with (i) Meteora Capital Partners, LP (“MCP”), (ii) Meteora Select Trading Opportunities Master, LP (“MSTO”), and (iii) Meteora Strategic Capital, LLC (“MSC” and, collectively with MCP and MSTO, “Seller” or “Forward Purchase Investors”) (the “Forward Purchase Agreement”).”
Material Agreements
Solidion Technology Inc. entered into Note with BT Family Officer 1941 LLC valued at $90,000 (effective 2023-11-16).
“On November 16, 2023, Nubia Brand International Corp. (the “ Company ”) issued an unsecured, non-interest bearing promissory note (the “ Note ”) to BT Family Officer 1941 LLC in the aggregate principal amount of $90 ,000.”
Material Agreements
Solidion Technology Inc. entered into Note with BKL Global Solutions, LLC valued at $250,000 (effective 2023-10-12).
“On October 12, 2023, Nubia Brand International Corp. (the “ Company ”) issued an unsecured, non-interest bearing promissory note (the “ Note ”) to BKL Global Solutions, LLC in the aggregate principal amount of $250,000.”
Listing & Compliance Notices
Solidion Technology Inc. received a nasdaq deficiency notice notice regarding shareholders (rules 5450(a)(2)).
“October 9, 2023, Nubia Brand International Corp., a Delaware corporation (the “Company”), received a written notice (the “Notice”) from the Nasdaq Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) indicating that the Company was not in compliance with Nasdaq Listing Rule 5450(a)(2), which requires the Company to maintain at least 400 total holders for continued listing on the Nasdaq Global Market (the “Minimum Total Holders Rule”). The Notice is only a notification of deficiency, not of imminent delisting, and has no current effect on the listing or trading of the Company”
Material Agreements
Solidion Technology Inc. entered into Note with Embark Holdings, LLC valued at $565,000 (effective 2023-09-29).
“On September 29, 2023, Nubia Brand International Corp. (the “ Company ”) issued an unsecured, non-interest bearing promissory note (the “ Note ”) to Embark Holdings, LLC in the aggregate principal amount of $565,000.”
Material Agreements
Solidion Technology Inc. amended Agreement and Plan of Merger with Honeycomb Battery Company, Nubia Merger Sub, Inc. (effective 2023-08-25).
“On August 25, 2023, Nubia entered into Amendment No. 1 to the Merger Agreement (the “Amendment”) with the other parties thereto.”
Listing & Compliance Notices
Solidion Technology Inc. received a nasdaq deficiency notice notice regarding market value (rules 5450(b)(2)(A), 5810(c)(3)(C)).
“August 21, 2023, Nubia received a letter (the “ MVLS Notice ”) from the Listing Qualifications Department (the “ Staff ”) of The Nasdaq Stock Market LLC (“ Nasdaq ”) notifying Nubia that for the last 30 consecutive business days prior to the date of the MVLS Notice, the Company’s Minimum Market Value of Listed Securities (“ MVLS ”) was less than $50.0 million, which does not meet the requirement for continued listing on The Nasdaq Global Market, as required by Nasdaq Listing Rule 5450(b)(2)(A) (the “ MVLS Rule ”). In accordance with Nasdaq Listing Rule 5810(c)(3)(C), the Staff has provided Nu”
Governance Changes
Solidion Technology Inc.: Extended the deadline to consummate a business combination from June 15, 2023 to December 15, 2023 (effective 2023-06-15).
“The Charter Amendment changed the date by which Nubia must consummate an initial business combination from June 15, 2023 to December 15, 2023.”
Shareholder Votes
Solidion Technology Inc. shareholders approved Proposal amend the Investment Management Trust Agreement, dated March 10, 2022, by and between the Company and Continental Stock Transfer & Trust Company (the " Trustee "), to allow the Company to extend the date on which the Trustee must liquidate the trust account established by the Company in con at the 2023-01-14 meeting.
“Proposal amend the Investment Management Trust Agreement, dated March 10, 2022, by and between the Company and Continental Stock Transfer & Trust Company (the " Trustee "), to allow the Company to extend the date on which the Trustee must liquidate the trust account established by the Company in connection with the IPO (the " trust account ") if the Company has not completed its initial business combination, on a monthly basis up to six times from June 15, 2023 (the date that is 15 months from the closing date of the IPO) to December 15, 2023 (the date that is 21 months from the closing date of the IPO) by depositing into the trust account the lesser of (a) $125,000 and (b) $0.045 per share per month for each one-month Extension. 14,437,942 462,985 0”
Shareholder Votes
Solidion Technology Inc. shareholders approved Proposal to amend the Company's Amended and Restated Certificate of Incorporation to allow the Company to extend the date by which the Company must consummate a business combination on a monthly basis up to six times from June 15, 2023 to December 15, 2023. at the 2023-01-14 meeting.
“On January 14, 2023, Nubia held a special meeting of stockholders (the " Special Meeting "). On June 1, 2023, the record date for the Special Meeting, there were 15,561,000 issued and outstanding shares of Nubia's common stock (the " Common Stock ") entitled to vote at the Special Meeting, 89.33% of which were represented in person or by proxy. The final results for each of the matters submitted to a vote of Nubia's stockholders at the Special Meeting are as follows: Matters Voted On For Against Abstain Proposal to amend the Company's Amended and Restated Certificate of Incorporation to allow the Company to extend the date by which the Company must consummate a business combination (as defined below) (the " Extension ") on a monthly basis up to six times from June 15, 2023 (the date that is 15 months from the closing date of the Company's initial public offering of units (the " IPO ")) to December 15, 2023 (the date that is 21 months from the closing date of the IPO). 13,437,943 462,98”
Material Agreements
Solidion Technology Inc. amended IMTA Amendment with Continental Stock Transfer & Trust Company (effective 2023-06-14).
“Nubia Brand International Corp. (“ Nubia ”) and Continental Stock Transfer & Trust Company entered into an amendment, dated June 14, 2023, to the Investment Management Trust Agreement”
Jaymes Winters was appointed as Chairperson at Solidion Technology Inc..
“the Board appointed Jaymes Winters, the Company’s Chief Executive Officer and a member of the Board since June 14, 2021, to serve as Chairperson of the Board.”
Alexander Monje resigned as Chairperson at Solidion Technology Inc..
“On May 12, 2023, Alexander Monje notified the Board of Directors (the “Board”) of Nubia Brand International Corp. (the “Company”) of his resignation as the Chairperson of the Board and as a member of the Board, effective as of May 12, 2023.”
Material Agreements
Solidion Technology Inc. entered into Merger Agreement with Honeycomb Battery Company, Nubia Merger Sub, Inc. (effective 2023-02-16).
“On February 16, 2023, Nubia Brand International Corp. (the “Registrant” or the “Nubia”) entered into a Merger Agreement (the “Merger Agreement”) by and among Honeycomb Battery Company, an Ohio corporation (the “Company” or “Honeycomb”) ), the Registrant, and Nubia Merger Sub, Inc., an Ohio corporation (“Merger Sub”) and wholly-owned subsidiary of the Registrant, pursuant to which Merger Sub will merge with and into the Company”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.