8-K - Trio Petroleum Corp. | StockGist

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Trio Petroleum Corp. entered into a Settlement Agreement with McDermott Will & Schulte LLP on March 24, 2026, to resolve $392,700.23 in past-due legal fees by issuing 446,149 restricted shares of common stock. The company agreed to file a resale registration statement for these shares within 20 days and use commercially reasonable efforts to make it effective within 45 days.

Key Takeaways

1The company entered into a Settlement Agreement with McDermott Will & Schulte LLP on March 24, 2026.

2The agreement settles $392,700.23 in past-due legal fees owed to McDermott.

3Settlement consideration consists of 446,149 restricted shares of the company's common stock.

4The company must file a resale registration statement for the shares within 20 calendar days of issuance.

5The company must use commercially reasonable efforts to make the registration statement effective within 45 days of issuance.

6The shares were issued in reliance on the Section 4(a)(2) exemption from registration under the Securities Act.

Current Report Details

Event Type

Material Agreement

Securities Issuance

Exhibits On

Disclosure

Mandatory

Variant

8-K

Items Reported

1.01

. Entry Into a Material Definitive Agreement. On March 24, 2026, Trio Petroleum Corp, a Delaware corporation (the “Company”) entered into a Settlement Agreement

Material Agreement

$392.7K

Source Document

3.02

. Unregistered Sale of Equity Securities The information contained above under Item 1.01, to the extent applicable, is hereby incorporated by reference herein.

Securities Issuance

9.01

Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Settlement Agreement And Release dated as of March 24, 2026, by and between Trio P

Exhibits Only

Transaction Details

Material Agreement

Agreement: Settlement Agreement and Release
Parties: Trio Petroleum Corp, McDermott Will & Schulte LLP

•Settles $392,700.23 in past-due legal fees
•Issuance of 446,149 restricted shares of common stock as settlement payment
•Company to file resale registration statement within 20 calendar days of share issuance
•Company to use commercially reasonable efforts to make registration statement effective within 45 days of share issuance
•Mutual release of claims effective upon filing of resale registration statement

Exhibits (2)

10.1

EX-10.1

8-K