Form 8-K

8-K — Smart Powerr Corp.

Accession: 0001213900-26-071170

Filed: 2026-06-23

Period: 2026-06-17

CIK: 0000721693

SIC: 7389 (SERVICES-BUSINESS SERVICES, NEC)

Item: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — ea0295683-8k_smart.htm (Primary)

EX-3.1 — CERTIFICATE OF CHANGE FILED WITH THE SECRETARY OF STATE OF NEVADA (ea029568301ex3-1.htm)

EX-99.1 — PRESS RELEASE (ea029568301ex99-1.htm)

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8-K — CURRENT REPORT

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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):

June 17, 2026

SMART POWERR CORP.

(Exact name of registrant as specified in charter)

Nevada

001-34625

90-0093373

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

4/F, Tower

Rong Cheng Yun Gu Building

Keji 3 rd Road, Yanta District

Xi’an City, Shaanix Providence, China

710075

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including

area code: (86-29) 8765-1097

N/A

(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

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.001 per share

CREG

Nasdaq Stock Market

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 5.03 Amendments to Articles of Incorporation

or Bylaws; Change in Fiscal Year.

On June 17, 2026, Smart Powerr Corp., a Nevada

corporation (the “Company”), filed a Certificate of Change Pursuant to Section 78.209 of the Nevada Revised Statutes (“NRS”)

with the Secretary of State of Nevada, effective as of June 15, 2026 (the “Effective Date”), at which time a 1-for-10 reverse

stock split of the Company’s authorized shares of Common Stock, par value $0.001 per share (the “Common Stock”), accompanied

by a corresponding decrease in the Company’s issued and outstanding shares of Common Stock (the “Reverse Stock Split”),

was effected.

Pursuant to Section 78.207 of the NRS, and pursuant

to the Articles of Incorporation of the Company, on May 22, 2026 by unanimous written consent, the board of directors of the Company (the

“Board”) authorized the Reverse Stock Split. Pursuant to Section 78.209 of the NRS, the Board may take action to effect the

Reverse Stock Split by filing a Certificate of Change with the Secretary of State of Nevada. Nevada law does not require the Company to

obtain any vote or consent of our stockholders to consummate the Reverse Stock Split.

The Reverse Stock Split became effective for trading

purposes at the market opening on June 16, 2026, at which time the Company’s Common Stock began trading on the Nasdaq Capital Market

on a split-adjusted basis under the symbol “CREG.” The new CUSIP number for the Company’s Common Stock post-Reverse

Stock Split is 168913507.

The Company has rounded up to the next full share

of the Company’s Common Stock any fractional shares resulting from the Reverse Stock Split. Accordingly, this adjustment reduced

the total number of issued and outstanding shares of the Company’s Common Stock from approximately 27.5 million to approximately

2.75 million.

Section 7 – Regulation FD

Item 7.01 Regulation FD Disclosure.

On June 8, 2026, the Company issued a press release

with respect to the transactions described above. The text of the press release is furnished as Exhibit 99.1 and incorporated herein by

reference.

The information in this Item 7.01 of this Current

Report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section

18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference

in any of the Company’s filings under the Securities Act, or the Exchange Act, whether made before or after the date hereof, except

as shall be expressly set forth by specific reference to this Form 8-K in such filing.

Forward-Looking Statements

This filing includes “forward-looking statements.”

All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements. Actual

results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties.

Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company can give no

assurance that such expectations will prove to be correct. The forward-looking statements involve risks and uncertainties that affect

the Company’s operations, financial performance, and other factors as discussed in the Company’s filings with the Securities

and Exchange Commission (“SEC”). Among the factors that could cause results to differ materially are those risks discussed

in the periodic reports the Company files with the SEC. You are urged to carefully review and consider the cautionary statements and other

disclosures made in those filings, specifically those under the heading “Risk Factors.” The Company does not undertake any

duty to update any forward-looking statement except as required by law.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibits

Number

Description

3.1

Certificate of Change filed with the Secretary of State of Nevada

99.1

Press Release

104

Cover Page Interactive

Data File (embedded within the Inline XBRL document)

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 thereunto

duly authorized.

SMART POWERR CORP.

Date: June 23, 2026

By:

/s/ Yongjiang (Jackie) Shi

Yongjiang (Jackie) Shi

Chief Financial Officer

EX-3.1 — CERTIFICATE OF CHANGE FILED WITH THE SECRETARY OF STATE OF NEVADA

EX-3.1

Filename: ea029568301ex3-1.htm · Sequence: 2

Exhibit

3.1

EX-99.1 — PRESS RELEASE

EX-99.1

Filename: ea029568301ex99-1.htm · Sequence: 3

Exhibit 99.1

Smart

Powerr Corp. Announces Effective Date of Reverse Stock Split

XI’AN, China, June 08, 2026 (GLOBE NEWSWIRE)

-- Smart Powerr Corp. (Nasdaq: CREG) (“CREG” or “the Company”), today announced that it has resolved to effect

a reverse stock split of the Company’s outstanding common stock, par value $0.001 per share (the “Common Stock”) with

the split ratio set at 1-for-10 (the “Reverse Stock Split”).

The Reverse Stock Split is primarily intended

to bring the Company into compliance with the minimum bid price requirement for maintaining its listing on the Nasdaq Capital Market.

However, there can be no assurance that the Company will be able to timely regain or maintain compliance with Nasdaq’s continued

listing requirement. CREGs Common Stock is traded under the symbol “CREG.”

Upon the effectiveness of the Reverse Stock

Split, every ten shares of issued and outstanding Common Stock before the close of business on June 15, 2026 will be combined into one

issued and outstanding share of Common Stock, with no change in par value per share. The Company’s Common Stock will open for trading

on NASDAQ on June 16, 2026 on a post-split basis. The new CUSIP number for the Company’s Common Stock post-Reverse Stock Split is

168913507.

The Company has decided to round up to the

next full share of the Company’s Common Stock any fractional shares resulting from the Reverse Stock Split. Accordingly, this adjustment

will reduce the total number of issued and outstanding shares of the Company’s Common Stock from approximately 27.5 million to approximately

2.75 million.

The Reverse Stock Split will affect all issued

and outstanding shares of the Company’s Common Stock, as well as the number of shares of Common Stock available for issuance under

the Company’s outstanding stock options and warrants. The Reverse Stock Split will reduce the number of shares of Common Stock issuable

upon the exercise of stock options or warrants outstanding immediately prior to the Reverse Stock Split and correspondingly increase the

respective exercise prices. The Reverse Stock Split will affect all stockholders uniformly and will not alter any stockholder’s

percentage interest in the Company’s equity, except to the extent that the Reverse Stock Split results in some stockholders experiencing

an adjustment of a fractional share as described above.

About Smart Powerr Corp.

Smart Powerr Corp. is based in Xi’an,

China and was once a pioneer in waste energy recycling and a developer of energy efficiency solutions for various energy intensive industries

in China. We use Build-Operate-Transfer (“BOT”) model to provide energy saving and recovery facilities for multiple energy

intensive industries in China. Our waste energy recycling projects allow customers which use substantial amounts of electricity to recapture

previously wasted pressure, heat, and gas from their manufacturing processes to generate electricity. The Company is in the process of

transforming and expanding into an energy storage integrated solution provider business. We plan to pursue disciplined and targeted expansion

strategies for market areas we currently do not serve. The Company actively seeks and explores opportunities to apply energy storage technologies

to new industries or segments with high growth potential, including industrial and commercial complexes, large scale photovoltaic (PV)

and wind power stations, remote islands without electricity, and smart energy cities with multi-energy supplies.

Forward-Looking Statement

This press release contains forward-looking

statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning

plans, objectives, goals, strategies, future events or performance, underlying assumptions, and other statements that are other than statements

of historical facts. When the Company uses words such as “may, “will, “intend,” “should,” “believe,”

“expect,” “anticipate,” “project,” “estimate” or similar expressions that do not relate solely

to historical matters, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and

involve risks and uncertainties that may cause the actual results to differ materially from the Company’s expectations discussed in the

forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the following: the

Company’s goals and strategies; the Company’s forecast on market trends; the Company’s future business development; the demand for and

market acceptance for new products; expectation to receive customer orders for new products; the anticipated timing for the marketing

and sales of new products; changes in technology; the Company’s ability to attract and retain skilled professionals; client concentration;

and general economic conditions affecting the Company’s industry and assumptions underlying or related to any of the foregoing and other

risks contained in reports filed by the Company with the SEC. For these reasons, among others, investors are cautioned not to place undue

reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company’s filings with the

SEC, which are available for review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward-looking

statements to reflect events or circumstances that arise after the date hereof.

For more information, please contact:

Smart Powerr Corp.

4/F, Tower C

Rong Cheng Yun Gu Building, Keji 3rd Road,

Yanta District

Xi’an City, Shaanxi Province, China

+86-29-8765-1097

Yongjiang Shi

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