8-K
SolarMax Technology, Inc. (SMXT)
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): November 5, 2025 (July 31, 2025)
| SolarMax Technology, Inc. | ||
|---|---|---|
| (Exact name of registrant as specified in its charter) | ||
| Nevada | 001-41959 | 26-2028786 |
| --- | --- | --- |
| (State or other jurisdiction of<br><br>incorporation or organization) | (Commission file number) | (IRS Employer<br><br>Identification No.) |
3080 12th Street
Riverside, California 92507
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (951) 300-0788
Not Applicable
(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 obligations of the registrant 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:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.001 per share | SMXT | The Nasdaq Stock Market LLC |
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).
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. ☐
Item 3.02. Unregistered Sales of Equity Securities
In June and July 2025, the Company’s board of directors approved the issuance of an aggregate of 5,712,402 shares of common stock pursuant to stock purchase agreements with five investors. The shares were issued at prices per share ranging from $0.74 to $0.83, which represented 75% of the market price on the date that the investment was made. July 31, 2025 is the date on which the number of shares approved by the board of directors exceeded 5% of the Company’s outstanding shares.
No broker was involved in any of the foregoing transactions. The issuance of the shares was exempt from registration pursuant to Section 4(a)(2) of the Securities Act as a transaction not involving a public offering. The proceeds from the sale, which totaled $4,380,000, are being used for working capital.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
|---|---|
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| 2 | |
| --- |
SIGNATURE
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.
| SolarMax Technology, Inc. | ||
|---|---|---|
| Dated: November 5, 2025 | By: | /s/ David Hsu |
| David Hsu | ||
| Chief Executive Officer | ||
| 3 | ||
| --- |