UNITED STATES
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FORM
CURRENT REPORT
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Item 8.01 Other Events
On June 5th, 2025, the Astra Energy Inc. Board of Directors unanimously voted to approve a Settlement and Stock Redemption Agreement between Astra Energy Inc. ("Astra" or the "Company") and Holcomb Energy Systems LLC and HRE Scientific Holdings Ltd. ("Holcomb").
The agreement states:
Holcomb will return to Astra, share certificates or the digital documentation evidencing ten million (10,000,000) Astra Energy Inc. restricted common shares, duly endorsed in blank or accompanied by stock powers or other instruments of transfer duly executed in blank for the shares to be returned to the Company.
Astra will return their 50% of the outstanding shares of the joint venture company, Astra-Holcomb Energy Systems LLC. to Holcomb and relinquish exclusive global manufacturing and distribution rights to the In-Line Power Generator and the Self-Sustaining Power Plant utilizing the Patents.
Astra will be granted an open license to manufacture and distribute the In-Line Power Generator and the Self-Sustaining Power Plant utilizing the Patents solely into its own projects on a non-exclusive basis and will not pay an up-front license fee. The Company will pay a 7.5% Royalty and 2.5% towards R and D of the wholesale cost of the equipment once installed and operating.
Astra feels confident the technology has the potential to improve project ROI significantly within its build-own-operate model.
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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.
| ASTRA ENERGY, INC. |
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Dated: June 9, 2025 | By: | /s/ Ronald W. Loudoun |
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| Ronald W. Loudoun |
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| CEO |
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