Washington, D.C. 20549





Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): May 27, 2021



(Exact name of registrant as specified in its charter)


Nevada   000-54819   20-4754291
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)


27936 Lost Canyon Road, Suite 202, Santa Clarita, CA 91387

(Address of principal executive offices and Zip Code)


Registrant’s telephone number, including area code: (661) 251-0001



(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 (see General Instruction A.2. below):


[  ] 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   Ticker symbol(s)   Name of each exchange on which registered
N/A   N/A   N/A


Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b2 of the Securities Exchange Act of 1934 (§240.12b2 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 1.02 Termination of a Material Definitive Agreement.


On May 27, 2021, NewHydrogen, Inc. (the “Company”) provided written notice to Soelect, Inc. (“Soelect”) of the Company’s termination of the Joint Development Agreement dated March 6, 2020, (the “Agreement”) which termination will take effect on June 26, 2021. The parties had previously entered into the Agreement to pursue the joint development of the low-cost manufacturing of SiO-C-Li Composition using solid state process.


The Company’s board of directors has determined that it would be in the best interests of the Company’s shareholders to suspend its outsourced silicon battery technology development program and focus its financial resources solely on the development of inexpensive catalysts for electrolyzers to lower the cost of Green Hydrogen production.


The Company will not incur any early termination penalties in connection with the termination of the Agreement.






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.


  NewHydrogen, Inc.
Date: June 2, 2021 /s/ David Lee
  David Lee
  Chief Executive Officer






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