Proxy Statement, Non-Reliance of Financial Report (Form 8-K)

Item 4.02 Non-reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review.

On March 18, 2026, the Chief Financial Officer of Solidion Technology, Inc. (the "Company"), after consultation with the Company's Audit Committee, concluded that the Company's previously issued audited financial statements as of and for the year ended December 31, 2024 and related audit report as well as the interim periods within that year (the "Affected Financial Information"), included in the Company's Annual Report on Form 10-K for such period, should no longer be relied upon. Similarly, any prior earnings releases and investor communications that included or discussed the Affected Financial Information should no longer be relied upon.

Subsequent to the issuance of the Affected Financial Information, the Company identified an error related to the accounting for exercises of the Company's Series A and Series B warrants, which relates solely to non-cash derivative accounting adjustments and does not affect the Company's liquidity, cash balances, or total stockholders' equity. Specifically, the Company determined that even though it appropriately remeasured the Series A and Series B warrants at each reporting date, the fair value of the warrants was not remeasured immediately prior to certain warrant exercise events and the related settlement of those liabilities in equity during fiscal year 2024.

As a result, the Company understated the non-cash, non-operating loss related to change in fair value of derivative liabilities for the three months ended June 30, 2024 and September 30, 2024 by approximately $0.1 million and $2.3 million, respectively, and for the year ended December 31, 2024 by approximately $5.7 million, with a corresponding understatement of additional paid-in capital within stockholders' equity. In addition, the Company is continuing to evaluate the accounting treatment of its other financial instruments to confirm the appropriateness of the related accounting conclusions.

The Company will file a comprehensive Annual Report on Form 10-K for the year ended December 31, 2025 containing restated financial statements related to the Affected Financial Information as soon as reasonably practicable.

The Company's management and the Audit Committee have discussed the matters disclosed in this Current Report on Form 8-K pursuant to this Item 4.02 with CBIZ CPAs P.C., the Company's independent registered public accounting firm, as well as with Deloitte & Touche LLP, the Company's auditor for the fiscal year ended December 31, 2024.

Item 5.08 Shareholder Direct Nominations.

To the extent applicable, Item 8.01 of this Current Report on Form 8-K is incorporated by reference into this Item 5.08.