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) ~~March~~April 192, 2026 (March 1430, 2026)

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
None		None		None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this Chapter) or Rule 12b-2 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 18.01 ~~Entry~~Other ~~into a Material Definitive Agreement~~Events

~~Biochar~~Establishment ~~Solutions~~of ~~Supply~~Singapore ~~Agreement~~Subsidiary

On March 1430, 2026, ~~Verde~~the ~~Renewables Inc. (“~~Verde~~”),~~ ~~a wholly owned subsidiary of Verde~~ Resources, Inc. (the “Company”), ~~entered~~established ~~into~~Verde aResources ~~Supply~~Asia ~~Agreement~~Pacific ~~(the~~Pte. ~~“Agreement”) with Biochar Solutions LLC (“BSL”)~~Ltd., ~~pursuant~~a toprivate ~~which~~company ~~BSL~~limited ~~will~~by ~~manufacture,~~shares ~~supply,~~incorporated ~~distribute,~~under ~~and~~the ~~white~~laws ~~label~~of ~~engineered~~the ~~biochar~~Republic ~~for~~of ~~incorporation~~Singapore ~~into Verde’s~~ and ~~its~~a ~~customers’~~wholly ~~products,~~owned ~~with~~subsidiary ~~both~~of ~~parties~~the ~~intending~~Company. ~~for~~The ~~this~~establishment ~~Supply~~of ~~Agreement~~Verde toResources ~~serve~~Asia asPacific ~~the~~Pte. ~~foundation~~Ltd. offollows aseveral ~~binding~~months ~~commercial~~of ~~agreement~~discussions ~~governing~~with ~~long~~the ~~term~~Economic ~~biochar~~Development ~~supply,~~Board ~~carbon~~(EDB) ~~credit~~and ~~revenue~~the ~~sharing,~~Land ~~joint~~Transport ~~technology~~Authority ~~development,~~(LTA) ~~and~~of ~~related commercialization activities. For~~ the ~~term~~Republic of ~~the Agreement~~Singapore, ~~BSL~~and ~~shall~~advances ~~serve~~the ~~as Verde~~Company’s ~~exclusive~~previously ~~supplier~~stated ofstrategy ~~engineered~~to ~~biochar~~license ~~for~~its ~~asphalt~~Net Zero Blueprint and ~~road~~related ~~construction~~technologies ~~applications~~globally, inbeginning ~~the~~with ~~United~~Singapore ~~States~~as ~~unless~~its ~~otherwise~~Asia ~~released~~Pacific inheadquarters. aThis ~~mutual~~initiative ~~writing~~is byexpected ~~BLS~~to ~~and~~support ~~Verde,~~the future generation and ~~BSL~~trading ~~will~~of ~~forward~~carbon ~~leads~~removal ~~for~~credits ~~companies~~and ~~seeking~~serve ~~biochar-based~~as ~~asphalt,~~a orfoundation ~~low~~for ~~emissions~~the ~~asphalt,~~Company’s toexpansion ~~Verde~~across ~~exclusively~~the region.

Under the terms of the Agreement, BSL will initially supply up to 38,500 U.S. tons of biochar annually (the “Initial Supply”) to support Verde’s engineered product portfolio and carbon credit strategy, for which BSL warrants and will ensure that at least 50% of such Initial Supply will qualify for carbon removal credit generation. In compensation for the provision of the Initial Supply, Verde will pay BSL on a per Forward-~~ton~~Looking basis based upon the type of biochar that is supplied, with per-ton pricing to be mutually established and reviewed annually. Additionally, Verde and BSL agree to share the carbon removal credits generated from the incorporation of BSL Biochar into Verde’s asphalt and other products, and any revenues derived from the sale, transfer, or monetization of such carbon removal credits to third parties shall likewise be shared.Statements

~~Separately~~This Current Report on Form 8-K contains forward-looking statements, ~~Verde~~including information about management's view of the Company’s future expectations, plans and ~~BSL~~prospects, ~~intend~~including toour ~~file~~views aregarding ~~joint~~future ~~patent~~expansion inof our business, and the ~~United~~opportunity ~~States~~we ~~for~~see ~~the~~in ~~engineered biochar~~our ~~blend~~industry, ~~formulation~~within ~~developed~~the bysafe ~~both~~harbor ~~parties~~provisions under ~~the~~The ~~Agreement~~Private Securities Litigation Reform Act of 1995. These statements involve known and unknown risks, ~~with~~uncertainties ~~such~~and ~~patent~~other factors which may cause the results of the Company to be ~~owned~~materially ondifferent athan ~~joint~~those ~~basis~~expressed or implied in such statements. Certain of these risk factors and ~~each~~others ~~party~~are ~~free~~included in documents the Company files with the Securities and Exchange Commission (the “SEC”), including but not limited to, ~~use~~the Company’s Annual Report on Form 10-K for the ~~intellectual~~year ~~property~~ended inJune ~~its~~30, ~~respective~~2025, ~~operations~~as well as subsequent reports filed with the SEC. ~~Commercial~~Other ~~licensing~~unknown toor ~~third~~unpredictable ~~parties~~factors ~~shall~~also ~~require~~could have material adverse effects on the ~~prior~~Company’s ~~written~~future ~~consent~~results. The forward-looking statements included in this Current Report on Form 8-K are made only as of ~~each~~the date hereof. The Company cannot guarantee future results, levels of ~~Verde~~activity, ~~and~~performance ~~BSL~~or ~~and~~achievements. ~~equitable~~Accordingly, ~~revenue~~you ~~sharing~~should not place undue reliance on these forward-looking statements. Finally, ~~with~~the ~~specific~~Company ~~terms~~expressly disclaims any intent or obligation to beupdate ~~set~~or ~~forth~~revise inany ~~the~~forward-looking ~~Subsequent~~statements, ~~Agreement~~whether (as ~~defined~~a ~~below)~~result of new information, future events, or otherwise.

The Agreement shall be in effect for eighteen months from the date of the agreement (the “Initial Period”) and, if no Subsequent Agreement is reached during the Initial period, shall continue on a month-to-month basis. Either party may terminate the Agreement for any reason on 60 days prior written notice, during which time the parties shall collaborate in good faith in winding down their business relationship, including BSL’s good-faith continued fulfillment of biochar shipments to Verde during such period. Either party may also terminate this Agreement with written notice upon material breach of the terms hereof by the other party, provided that the breaching party shall be provided a 15 day period to cure such breach. After the Initial Period, Verde and BSL will evaluate their commercial arrangement and make updates or modifications to this Agreement based on their collective experience under this Agreement (the “Subsequent Agreement”). If entered into, the Subsequent Agreement shall have a 5-year term commencing on the date of execution thereof, renewable for an additional 5 years upon mutual written consent no later than 120 days before expiry. The Subsequent Agreement shall also contain customary additional terms for the abilities of the parties to terminate the Subsequent Agreement.2

The foregoing description of the material terms of the Agreement is not complete and is qualified in its entirety by reference to the full text of the Agreement, a copy of each of which is filed as Exhibit 10.1 to this Current Report and is incorporated by reference herein.SIGNATURES

2Pursuant 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.

Item 9.01 Financial Statements and Exhibits

	Verde Resources, Inc.

	By:	/s/ Jack Wong
	Name:	Jack Wong
	Title:	Chief Executive Officer

Dated: April 2, 2026

~~(d) Exhibits.~~3

10.1*		Supply Agreement, dated March 14, 2026, by and between the Company and Biochar Solutions LLC.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Certain portions of this exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K.

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.
	By:	/s/ Jack Wong
	Name:	Jack Wong
	Title:	Chief Executive Officer
Dated: March 19, 2026

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