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) July 28, 2025
Verde Resources, Inc. |
(Exact name of registrant as specified in its charter) |
|
Nevada |
| 000-55276 |
| 32-0457838 |
(State or other jurisdiction of |
| (Commission |
| (IRS Employer |
incorporation) |
| File Number) |
| Identification No.) |
8112 Maryland Ave, Suite 400, St. Louis, Missouri 63105 |
(Address of principal executive offices) |
Registrant’s telephone number, including area code (314) 530-9071
__________________________________________________________________
(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 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 504 of the Securities Act of 1933 (§230.405 of this Chapter) or Rule 12b-25 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 8.01 Other Events
Early Validation of Biochar-Asphalt by NCAT Marks Industry Breakthrough
On July 28, 2025, Verde Resources, Inc. (the “Company” or “Verde”) announced that its proprietary Cold-Mix Biochar Asphalt has received early performance validation from the National Center for Asphalt Technology (“NCAT”), following approximately 50,000 Equivalent Single Axle Loads (“ESALs”) of testing at NCAT’s Pavement Test Track located in Opelika, Alabama.
NCAT’s initial observations indicate that Verde’s carbon-sequestering asphalt has demonstrated resilience and flexibility under continuous 80-ton truck traffic. According to NCAT, Verde’s material is the first tested at its facility with a dedicated carbon sequestration component, distinguishing the Company as an early mover in climate-positive infrastructure solutions. Based on performance observed to date, the material appears suitable for low-traffic applications such as local roads and residential subdivisions. While this early validation supports use in light-duty pavements, long-term evaluations are ongoing as part of NCAT’s multi-year testing cycle to assess viability in medium to high-traffic environments.
The Company believes this early validation represents a key milestone in support of its ongoing commercialization strategy. On May 30, 2025, the Company has signed a memorandum of understanding with Ergon Asphalt & Emulsions, the largest liquid asphalt producer in North America, and anticipates executing a long-term exclusive agreement by September 2025 to enable nationwide rollout of its technology.
This development follows the company’s April 2025 announcement that its Biochar-Asphalt was the first in the world to generate verified Carbon Removal Credits from asphalt, certified by Puro.earth and purchased by a major global financial institution. The proof-of-concept project was completed in partnership with Oregon Biochar Solutions (OBS).
The Company considers the NCAT validation to be a material event, given the independent nature of the technical assessment, its role in accelerating commercial adoption, and the broader implications for sustainable infrastructure, particularly in mitigating Scope 1, 2, and 3 emissions across the construction sector.
A copy of the press release dated July 28, 2025, is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
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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: July 28, 2025 |
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EXHIBIT 99.1
Verde's Carbon-Sequestering BioAsphalt™ Earns Early Validation from NCAT
ST. LOUIS, July 28, 2025 /PRNewswire/ -- Verde Resources Inc. (OTCQB: VRDR), an emerging leader in sustainable infrastructure solutions, and the National Center for Asphalt Technology_(NCAT) are pleased to share early performance observations from the Biochar- Asphalt test section installed at NCAT's world-renowned Test Track since December 2024.
The test section, composed of Verde's proprietary Cold-Mix Biochar Asphalt, represents a world-first deployment of an asphalt material engineered to sequester carbon while maintaining competitive strength and flexibility for roadway applications. The Biochar- Asphalt test section is showing indicators of durability and resilience, particularly for low- volume applications.
"We've had plenty of materials and ideas come through the Test Track over the years, but few show the carbon reduction potential that Verde's Biochar Asphalt does, and it's definitely the first technology on the track with a carbon sequestration component," said Nathan Moore, Assistant Director for Test Track Research at NCAT. ''After nearly 50,000 ESALs of heavy 80-ton truck traffic, the surface remains flexible and has delivered consistent performance. Based on what I've observed to date, this material appears well suited for use in low-traffic applications like local roads and subdivisions."
While the early validation confirms its suitability for light-duty pavements, continuous evaluations are underway to determine its long-term viability for medium to high-traffic roadways, as part of NCAT's multi-year test cycle.
"We're still in the early days, but the pace of validation and Nathan's comments are incredibly energizing," said Jack Wong, CEO of Verde Resources. "Receiving this kind of feedback in less than a year speaks volumes, not just about the strength of our material, but about the extraordinary potential when innovation is powered by both science and purpose."
Verde's Biochar-Asphalt is also the first in the world to generate verified Carbon Removal Credits, certified through Pura.earth and purchased by one of the largest financial institutions in the world earlier this year. This breakthrough has positioned the company as a pioneer in turning asphalt from a traditional emitter into a climate-positive material, actively mitigating Scope 1, 2, and 3 emissions across the construction value chain. Scope 1 reductions arise from lower temperature mixing and onsite emissions, Scope 2 from reduced energy needs, and Scope 3 through the upstream carbon sequestration potential of biochar and downstream emissions avoidance. Verde's long-term vision is to reimagine road infrastructure as a scalable climate solution, turning roads, streets, and pathways into carbon sinks.
As part of the strategy to realize that vision, the company has signed a memorandum of understanding with Ergon Asphalt & Emulsions, the largest liquid asphalt producer in North America, and is actively working toward finalizing a long-term exclusive agreement by September 2025. This partnership is expected to accelerate the nationwide commercialization of Verde's technologies, marking a pivotal step toward reshaping and modernizing the future of sustainable roadbuilding at scale.
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About Verde Resources Inc.:
Verde Resources Inc. (OTCQB: VRDR) is an emerging leader in sustainable infrastructure, specializing in innovative and cost-effective solutions to help the industry seamlessly #TransitionToZero™. By integrating proprietary technologies with sustainable practices, Verde is at the forefront of creating low-carbon materials for infrastructure worldwide.
The company is driving transformation in a sector long overdue for change. Its approach reduces greenhouse gas emissions, sequesters carbon dioxide, optimizes the use of native soils and recycled materials, accelerates installation, and improves overall efficiency, all while lowering costs.
A key innovation is Verde's biochar-infused asphalt, which will generate certified carbon removal credits. This process is being independently validated through successful trials at the NCAT Pavement Test Track. Carbon offsetting is a system designed to reduce global greenhouse gas emissions by allowing countries, companies, or individuals to compensate for their own emissions by purchasing credits from projects that reduce or remove greenhouse gases from the atmosphere.
For more information, please visit https://www.verderesources.com Cautionary Note Regarding Forward Looking Statements
This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company's expectations, projections, and potential future developments. These statements are subject to the safe harbor provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.
Forward-looking statements involve known and unknown risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied. In some cases, forward-looking statements can be identified by words such as "may," "will," "expect," "plan," "believe," "estimate," "anticipate," "project," "intend," or similar expressions. These statements are based on current expectations and speak only as of the date of this release. The Company undertakes no obligation to update any forward-looking statements, except as required by law.
Accordingly, you are cautioned not to place undue reliance on forward-looking statements. Except as required by applicable law, the Company does not plan to publicly update or revise any forward-looking statements contained herein, whether because of any new information, future events, changed circumstances or otherwise. Important factors that could cause actual results to differ materially from those in the forward-looking statements include those contained in the Company's filings with the SEC, which can be accessed here.
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