ATLX / Atlas Lithium Corporation - Pemfailan SEC, Laporan Tahunan, Penyata Proksi

Atlas Lithium Corporation
US ˙ NasdaqCM ˙ US1058613068

Statistik Asas
LEI 5493006FIK0ZLW06RD76
CIK 1540684
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Atlas Lithium Corporation
SEC Filings (Chronological Order)
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August 22, 2025 EX-FILING FEES

Calculation of Filing Fee Tables Form S-3 (Form Type) ATLAS LITHIUM CORPORATION (Exact Name of Registrant As Specified in its Charter) Table 1 – Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) ATLAS LITHIUM CORPORATION (Exact Name of Registrant As Specified in its Charter) Table 1 – Newly Registered Securities Security Type Security Class Title(1) Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price(3) Fee Rate Amount of Registration Fee Newly Registered Securities Fees to Be Paid Equity Common Stock, $0.

August 22, 2025 S-3

As filed with the Securities and Exchange Commission on August 22, 2025

As filed with the Securities and Exchange Commission on August 22, 2025 Registration No.

August 4, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 001-41552 ATLAS LITHIU

August 4, 2025 EX-96.1

S-K 1300 Technical Report Summary regarding the Neves Lithium Project, Minas Gerais State, Brazil, dated as of July 30, 2025

Exhibit 96.1 SK-1300 TECHNICAL REPORT SUMMARY ON THE NEVES LITHIUM PROJECT, MINAS GERAIS STATE, BRAZIL Prepared for: Atlas Lithium Corporation (NASDAQ: ATLX) 1200 N Federal Hwy, Suite 200 Boca Raton, FL 33432 Report Date: July 30, 2025 Effective Date: May 15, 2025 Prepared by: SGS Canada Inc. Mining Proficiency Group – Engenharia e Serviços Vinq – Geotecnia SGS Project #19546-02 SGS Canada Inc. Ge

June 13, 2025 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Atlas Lithium Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Fees Previously Paid Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Equity Common Stock, par value $0.

June 13, 2025 EX-99.1

Atlas Lithium Corporation Amended and Restated 2023 Stock Incentive Plan

Exhibit 99.1 ATLAS LITHIUM CORPORATION 2023 STOCK INCENTIVE PLAN (As Amended on May 28, 2025) ARTICLE I. PURPOSE The purpose of this Plan is to enhance the profitability and value of ATLAS LITHIUM CORPORATION (the “Company”) for the benefit of its stockholders by enabling the Company to offer Eligible Employees, Consultants and Non-Employee Directors stock-based compensation in the Company to comp

June 13, 2025 S-8

As filed with the Securities and Exchange Commission on June 13, 2025

As filed with the Securities and Exchange Commission on June 13, 2025 Registration No.

May 30, 2025 8-K

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): May 28, 2025 ATLAS LITHIUM CORPOR

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): May 28, 2025 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission Fi

May 28, 2025 8-K

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): May 27, 2025 ATLAS LITHIUM CORPOR

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): May 27, 2025 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission Fi

May 9, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 001-41552 ATLAS LITHI

April 16, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant☒ Filed by a Party other than the Registrant☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definit

April 15, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant☒ Filed by a Party other than the Registrant☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definit

March 21, 2025 8-K

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 20, 2025 ATLAS LITHIUM CORP

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 20, 2025 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission

March 14, 2025 EX-21.1

Subsidiaries of the Company.*

Exhibit 21.1 Subsidiaries Jurisdiction Direct or indirect subsidiary Direct Owner Percentage Owned (as of December 31, 2024) Atlas Lithium Limited Marshall Islands Direct 100 % Atlas Litio Brasil Ltda Brazil Indirect Atlas Lithium Limited 100 % Athena Mineral Resources Corporation Marshall Islands Direct 100 % Athena Litio Ltda Brazil Indirect Athena Mineral Resources Corporation 100 % Brazil Mine

March 14, 2025 EX-19.1

Insider Trading Policy of the Company, dated December 21, 2023.*

Exhibit 19.1 INSIDER TRADING POLICY I. PURPOSE Atlas Lithium Corporation (the “Company”) has adopted this Insider Trading Policy (this “Policy”) to help its directors, officers and employees, as well as its subsidiaries, comply with insider trading laws, to prevent even the appearance of improper insider trading and to promote compliance with the Company’s disclosure obligations as they relate to

March 14, 2025 EX-10.7

Amendment to Employment Agreement dated September 5, 2024, by and between the Company and Igor Tkachenko.*#

Exhibit 10.7 AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment (the “Amendment”) is made and entered into as of September 5, 2024, by and between Atlas Lithium Corporation, a Nevada corporation (the “Company”), with U.S. corporate headquarters at 1200 N. Federal Hwy, Suite 200, Boca Raton, FL 33432, and Igor Tkachenko (“ITK”), a U.S. citizen with an address at 99 Wall Street #392, New York, NY 1000

March 14, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41552 ATLAS LITHIUM C

November 29, 2024 8-K

Other Events

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): November 25, 2024 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commissi

November 22, 2024 424B5

ATLAS LITHIUM CORPORATION Up to $25,000,000 Common Stock

Filed Pursuant to Rule 424(b)(5) Registration No. 333-274223 PROSPECTUS SUPPLEMENT (To Prospectus dated September 18, 2023) ATLAS LITHIUM CORPORATION Up to $25,000,000 Common Stock We have entered into an At The Market Offering Agreement dated as of November 22, 2024 (the “Sales Agreement”) with H.C. Wainwright & Co., LLC (“Wainwright”), relating to the sale of shares of our common stock, par valu

November 22, 2024 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): November 22, 2024 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commissi

November 22, 2024 EX-1.1

ATM Agreement dated November 22, 2024, by and between Atlas Lithium Corporation and H.C. Wainwright & Co., LLC.

Exhibit 1.1 AT THE MARKET OFFERING AGREEMENT November 22, 2024 H.C. Wainwright & Co., LLC 430 Park Avenue New York, New York 10022 Ladies and Gentlemen: Atlas Lithium Corporation, a corporation organized under the laws of Nevada (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows: 1. Definitions. The terms that follow, when used in

November 8, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 001-41552 ATLAS L

November 8, 2024 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 001

November 8, 2024 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-415

November 8, 2024 8-K

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): November 8, 2024 ATLAS LITHIUM CO

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): November 8, 2024 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commissio

November 8, 2024 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 001-

October 4, 2024 SC 13G/A

ATLX / Atlas Lithium Corporation / Palikrousis Antonis - AMENDMENT NO. 4 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* ATLAS LITHIUM CORPORATION (Name of Issuer) Common Stock, par value $ 0.001 (Title of Class of Securities) 105861306 (CUSIP Number) October 3, 2024 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pur

August 27, 2024 EX-99.1

ATLAS LITHIUM RECOGNIZED FOR ITS PLANT DESIGN

Exhibit 99.1 ATLAS LITHIUM RECOGNIZED FOR ITS PLANT DESIGN BOCA RATON, Florida — (August 27, 2024) – Atlas Lithium Corporation (NASDAQ: ATLX) (“Atlas Lithium” or “Company”), a leading lithium exploration and development company, is pleased to announce that its spodumene concentrate plant design has been selected as a finalist for a November 14, 2024 contest, organized by a non-profit civil society

August 27, 2024 8-K

Other Events, Financial Statements and Exhibits

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): August 23, 2024 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission

August 22, 2024 EX-99.1

ATLAS LITHIUM’S MODULAR LITHIUM PROCESSING PLANT READIES FOR BRAZIL

Exhibit 99.1 ATLAS LITHIUM’S MODULAR LITHIUM PROCESSING PLANT READIES FOR BRAZIL HIGHLIGHTS ● Atlas Lithium’s team visited South Africa last week to supervise the preparation of the components of the Company’s modular lithium DMS plant for shipment to Brazil. ● 48 containers have been prepared to date, with a final total of over 100 containers expected before a charter vessel departs from Durban,

August 22, 2024 EX-10.1

Amended and Restated RTEK Agreement dated August 16, 2024

Exhibit 10.1 Certain portions of this Exhibit have been redacted pursuant to Item 601(b)(10) of Regulation S-K and, where applicable, have been marked with “[***]” to indicate where redactions have been made. The marked information has been redacted because it is both (i) not material and (ii) is the type of information Atlas Lithium Corporation treats as private and confidential. DATED AUGUST 15,

August 22, 2024 8-K

Entry into a Material Definitive Agreement, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events, Financial Statements and Exhibits

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): August 16, 2024 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission

August 9, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 001-41552 ATLAS LITHIU

August 9, 2024 EX-10.1

Executive Employment Agreement between the Atlas Lithium Corporation and Tiago Miranda

Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”), dated as of July 23, 2024, is entered into between Atlas Lithium Corporation, a Nevada corporation (Nasdaq: ATLX) (the “Company”), and Tiago Moreira de Miranda (“Executive”). The Company and Executive are sometimes referred to individually as a “Party” and collectively as the “Parties.” Unless other

August 9, 2024 EX-10.2

Amended And Restated Technical Services Agreement

Exhibit 10.2

July 23, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): July 17, 2024 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission F

July 12, 2024 SC 13G/A

ATLX / Atlas Lithium Corporation / Palikrousis Antonis - AMENDMENT NO. 3 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* ATLAS LITHIUM CORPORATION (Name of Issuer) Common Stock, par value $ 0.001 (Title of Class of Securities) 105861306 (CUSIP Number) July 11, 2024 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursu

May 30, 2024 8-K

Submission of Matters to a Vote of Security Holders

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): May 28, 2024 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission Fi

May 15, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 001-41552 ATLAS LITHI

May 15, 2024 EX-10.2

Investor Rights Agreement

Exhibit 10.2 CERTAIN INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [●], HAS BEEN OMITTED BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. INVESTOR RIGHTS AGREEMENT by and between ATLAS LITHIUM CORPORATION and MITSUI & CO., LTD. Dated as of , 2024 TABLE OF CONTENTS Page ARTICLE I Definitions 1 Section 1.01. Definitions 1 Section 1.02. Certai

May 15, 2024 EX-10.1

Securities Purchase Agreement

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March 28, 2024 between ATLAS LITHIUM CORPORATION, a Nevada corporation listed on the Nasdaq Capital Market (NASDAQ: ATLX) (the “Company”), and MITSUI & CO., LTD., a corporation organized under the laws of Japan (the “Purchaser”). Each of the Company and Purchaser may be referred to herei

May 15, 2024 EX-10.4

Executive Employment Agreement

Exhibit 10.4 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”), dated as of April 15, 2024, is entered into between Atlas Lítio Brasil Ltda. (the “Company”), a wholly owned subsidiary of Atlas Lithium Corporation, a Nevada corporation (Nasdaq: ATLX) (the “Parent”, and together with the Company, the “Group”), and Brian Talbot (“Executive”). The Company and Execut

May 15, 2024 EX-10.3

Offtake Agreement

Exhibit 10.3 CERTAIN INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [●], HAS BEEN OMITTED BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. OFFTAKE AND SALES AGREEMENT This Offtake and Sales Agreement (this “Agreement”) is made on [—] (the “Execution Date”), by and between: (1) ATLAS LÍTIO BRASIL LTDA., a company incorporated under the laws o

May 10, 2024 8-K

Changes in Registrant's Certifying Accountant

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): May 7, 2024 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission Fil

May 7, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

May 6, 2024 8-K

Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits

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 28, 2024 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission

April 16, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant☒ Filed by a Party other than the Registrant☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definit

April 16, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant☒ Filed by a Party other than the Registrant☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definit

April 10, 2024 EX-3

Power of Attorney, dated April 9, 2024.

EX-3 2 ex3.htm Exhibit 3 ADDRESS: 2-1, OTEMACHI 1-CHOME, CHIYODA-KU, TOKYO, 100-8631 JAPAN 70-3833-6830 IN REPLY PLEASE ADDRESS TO New Metals & Aluminium DIV. To Atlas Lithium Corporation: CERTIFICATE I have the honor to deliver you this certificate, in the capacity of the Representative Director, Executive Managing Officer of Mitsui & Co. Ltd., a company duly incorporated under the laws of Japan

April 10, 2024 SC 13D

ATLX / Atlas Lithium Corporation / MITSUI & CO LTD Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Amendment No. * ATLAS LITHIUM CORPORATION (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 105861306 (CUSIP Number) Mr. Ryo Shibuya, General Manager Battery Raw Materials Business Dept., New Metals & Aluminium Division Mitsui & Co.,

April 1, 2024 424B5

ATLAS LITHIUM CORPORATION 1,871,250 Shares of Common Stock

Filed Pursuant to Rule 424(b)(5) Registration No. 333-274223 PROSPECTUS SUPPLEMENT #2 (To Prospectus dated September 18, 2023) ATLAS LITHIUM CORPORATION 1,871,250 Shares of Common Stock We are offering to an accredited investor (the “Investor”), 1,871,250 shares of our common stock, par value $0.001 per share (“Common Stock”) pursuant to this prospectus supplement and the accompanying prospectus.

April 1, 2024 EX-99.1

ATLAS LITHIUM SECURES US$ 30,000,000 STRATEGIC INVESTMENT AND OFFTAKE AGREEMENT FROM MITSUI

Exhibit 99.1 ATLAS LITHIUM SECURES US$ 30,000,000 STRATEGIC INVESTMENT AND OFFTAKE AGREEMENT FROM MITSUI BOCA RATON, Florida — (March 28, 2024) – Atlas Lithium Corporation (NASDAQ: ATLX), a lithium exploration and development company, is pleased to announce that it has signed definitive investment and offtake agreements with Mitsui & Co., Ltd. (“Mitsui”) which the Company considers as strong valid

April 1, 2024 EX-10.2

Form of Investor Rights Agreement

Exhibit 10.2 CERTAIN INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [●], HAS BEEN OMITTED BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. INVESTOR RIGHTS AGREEMENT by and between ATLAS LITHIUM CORPORATION and MITSUI & CO., LTD. Dated as of , 2024 TABLE OF CONTENTS Page ARTICLE I Definitions 1 Section 1.01. Definitions 1 Section 1.02. Certai

April 1, 2024 8-K

Entry into a Material Definitive Agreement, Regulation FD Disclosure, Financial Statements and Exhibits

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 28, 2024 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission

April 1, 2024 EX-10.3

Form of Offtake and Sales Agreement

Exhibit 10.3 CERTAIN INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [●], HAS BEEN OMITTED BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. OFFTAKE AND SALES AGREEMENT This Offtake and Sales Agreement (this “Agreement”) is made on [—] (the “Execution Date”), by and between: (1) ATLAS LÍTIO BRASIL LTDA., a company incorporated under the laws o

April 1, 2024 EX-10.1

Securities Purchase Agreement dated as of March 28, 2024, by and between the Reporting Person and Atlas. Incorporated by reference to Atlas’s Form 8-K filed on April 1, 2024.

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March 28, 2024 between ATLAS LITHIUM CORPORATION, a Nevada corporation listed on the Nasdaq Capital Market (NASDAQ: ATLX) (the “Company”), and MITSUI & CO., LTD., a corporation organized under the laws of Japan (the “Purchaser”). Each of the Company and Purchaser may be referred to herei

March 27, 2024 EX-10.6

Employment Agreement between the Company and Igor Tkachenko dated September 30, 2023.#*

Exhibit 10.6 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) dated as of September 30, 2023, is by and between Atlas Lithium Corporation, a Nevada corporation (the “Company”), with U.S. corporate headquarters at 1200 N. Federal Hwy, Suite 200, Boca Raton, FL 33432 and Igor Tkachenko (“ITK”), a U.S. citizen with an address at 99 Wall Street #392, New York, NY 10005. Each of the Co

March 27, 2024 EX-97.1

Policy Relating to the Recovery of Erroneously Awarded Compensation. Incorporated by reference to Exhibit 97 to the Annual Report on Form 10-K filed with the Commission on March 27, 2024.

Exhibit 97 ATLAS LITHIUM CORPORATION’S POLICY RELATING TO THE RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION Overview In accordance with the applicable rules of The Nasdaq Stock Market (the “Nasdaq Rules”), Section 10D and Rule 10D-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (“Rule 10D-1”), the Board of Directors (the “Board”) of Atlas Lithium Corporation (the “Company”) has adopted this Policy (the “Policy”) to provide for the recovery of erroneously awarded Incentive-based Compensation from Executive Officers.

March 27, 2024 EX-21

Subsidiaries of the Company.*

Exhibit 21 DESCRIPTION OF ATLAS LITHIUM CORPORATION’S SUBSIDIARIES Name Jurisdiction Percentage Owned Atlas Lítio Brasil Ltda.

March 27, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-55191 ATLAS LITHIUM C

March 27, 2024 EX-4.1

Exhibit 4.1

Exhibit 4.1 DESCRIPTION OF ATLAS LITHIUM CORPORATION’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Overview This section describes the general terms of the Atlas Lithium Corporation’s (the “Company”) capital stock. The Company’s capital stock and the rights of the holders of its capital stock are subject to the applicable provisions of the Nevada Revised Sta

March 25, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 19, 2024 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission

February 14, 2024 SC 13G/A

DE:C480 / Atlas Lithium Corporation / Palikrousis Antonis - AMENDMENT NO. 2 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* ATLAS LITHIUM CORPORATION (Name of Issuer) Common Stock, par value $ 0.001 (Title of Class of Securities) 105861306 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule p

February 12, 2024 8-K

Shareholder Director Nominations

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): February 6, 2024 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commissio

January 31, 2024 SC 13G

DE:C480 / Atlas Lithium Corporation / Waratah Capital Advisors Ltd. Passive Investment

SC 13G 1 sc13g.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )* ATLAS LITHIUM CORPORATION (Name of Issuer) Common Stock (Title of Class of Securities) 105861306 (CUSIP Number) July 17, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th

January 5, 2024 8-K

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): December 28, 2023 ATLAS LITHIUM C

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): December 28, 2023 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commissi

January 2, 2024 SC 13D/A

BMIX / Brazil Minerals Inc / Fogassa Marc Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3)* ATLAS LITHIUM CORPORATION (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 105861207 (CUSIP Number) Marc Fogassa 1200 N Federal Hwy, Suite 200 Boca Raton, FL 33432 (833) 661-7900 (Name, Address and Telephone Numb

December 8, 2023 8-K

Other Events, Financial Statements and Exhibits

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): November 27, 2023 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commissi

December 5, 2023 8-K

Other Events, Financial Statements and Exhibits

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): December 5, 2023 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commissio

December 1, 2023 EX-10.1

Securities Purchase Agreement dated November 29, 2023, by and between the Company and Chengyi Lithium International Limited

Exhibit 10.1 CERTAIN INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [●], HAS BEEN OMITTED BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of November 29, 2023 between ATLAS LITHIUM CORPORATION, a publicly traded company listed on the Nasdaq Capit

December 1, 2023 EX-10.2

Offtake and Sales Agreement dated November 29, 2023, by and between the Company and Yahua International Investment and Development Co., Ltd.. Incorporated by reference to Exhibit 10.3 to the Form 8-K filed with the Commission on December 1, 2023.

Exhibit 10.2 CERTAIN INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [●], HAS BEEN OMITTED BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of November 29, 2023 between Atlas Lithium Corporation, a publicly traded company listed on the Nasdaq Capit

December 1, 2023 EX-10.4

Offtake and Sales Agreement dated November 29, 2023, by and between the Company and Sheng Wei Zhi Yuan International Limited. Incorporated by reference to Exhibit 10.4 to the Form 8-K filed with the Commission on December 1, 2023.

Exhibit 10.4 CERTAIN INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [●], HAS BEEN OMITTED BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. OFFTAKE AND SALES AGREEMENT This Offtake and Sales Agreement is made on November 29, 2023 (the “Execution Date”), by and between: (1) ATLAS LÍTIO BRASIL LTDA., a company incorporated under the laws of [●]

December 1, 2023 EX-10.3

Offtake and Sales Agreement dated November 29, 2023, by and between the Company and Sichuan Yahua Industrial Group Co., Ltd.

Exhibit 10.3 CERTAIN INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [•], HAS BEEN OMITTED BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. OFFTAKE AND SALES AGREEMENT This Offtake and Sales Agreement is made on November 29, 2023 (the “Execution Date”), by and between: (1) ATLAS LÍTIO BRASIL LTDA., [●] (the “Seller”); and (2) Sichuan Yahua In

December 1, 2023 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): November 29, 2023 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commissi

December 1, 2023 424B2

ATLAS LITHIUM CORPORATION 335,908 Shares of Common Stock

Filed Pursuant to Rule 424(b)(2) Registration No. 333-274223 PROSPECTUS SUPPLEMENT #1 (To Prospectus dated September 18, 2023) ATLAS LITHIUM CORPORATION 335,908 Shares of Common Stock We are offering to certain accredited investors 335,908 shares of our common stock, par value $0.001 per share (“Common Stock”) pursuant to this prospectus supplement and the accompanying prospectus. Our Common Stock

November 13, 2023 SC 13G

DE:C480 / ATLAS LITHIUM CORP / Palikrousis Antonis Passive Investment

SC 13G 1 p1107230sc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ATLAS LITHIUM CORPORATION (Name of Issuer) Common Stock, par value $ 0.001 (Title of Class of Securities) 105861306 (CUSIP Number) January 30, 2023 (Date of Event Which Requires Filing of This Statement) Check the appropriate bo

November 13, 2023 SC 13G/A

DE:C480 / ATLAS LITHIUM CORP / Palikrousis Antonis - AMENDMENT NO. 1 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* ATLAS LITHIUM CORPORATION (Name of Issuer) Common Stock, par value $ 0.001 (Title of Class of Securities) 105861306 (CUSIP Number) February 19, 2023 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule p

November 8, 2023 EX-4.1

Form of 6.5% Convertible Promissory Note due 2026. Incorporated by reference to Exhibit 4.1 to the Form 8-K filed with the Commission on November 8, 2023.

Exhibit No. 4.1 FORM OF CONVERTIBLE PROMISSORY NOTE THIS CONVERTIBLE PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN APPLICABLE EXEMPTION FRO

November 8, 2023 EX-10.1

Convertible Note Purchase Agreement, dated as of November 7, 2023, between Atlas Lithium Corporation and Martin Rowley, related to the 6.5% Convertible Promissory Notes due 2026

Exhibit No. 10.1 [REDACTED VERSION] CONVERTIBLE NOTE PURCHASE AGREEMENT This Convertible Note Purchase Agreement (this “Agreement”) is dated as of 7th November 2023, between Atlas Lithium Corporation, a Nevada corporation, with U.S. corporate headquarters at 1200 N. Federal Hwy, Suite 200, Boca Raton, FL 33432 (the “Company”), and Martin Rowley (“Mr. Rowley”). WHEREAS the Company desires to issue

November 8, 2023 8-K

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): November 7, 2023 ATLAS LITHIUM CO

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): November 7, 2023 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commissio

October 20, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 001-41552 ATLAS L

September 14, 2023 CORRESP

Atlas Lithium Corporation Rua Bahia, 2463 – Suite 205 Belo Horizonte, Minas Gerais, Brazil 30.160-012

Atlas Lithium Corporation Rua Bahia, 2463 – Suite 205 Belo Horizonte, Minas Gerais, Brazil 30.

September 8, 2023 S-3/A

As filed with the Securities and Exchange Commission on September 8, 2023

As filed with the Securities and Exchange Commission on September 8, 2023 Registration No.

August 25, 2023 S-3

As filed with the Securities and Exchange Commission on August 25, 2023

As filed with the Securities and Exchange Commission on August 25, 2023 Registration No.

August 25, 2023 EX-FILING FEES

Fee Filing Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) ATLAS LITHIUM CORPORATION (Exact Name of Registrant As Specified in its Charter) Table 1 – Newly Registered Securities Security Type Security Class Title (1) Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price(3) Fee Rate Amount of Registration Fee Newly Registered Securities Fees to Be Paid Equity Common Stock, $0.

August 14, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 001-41552 ATLAS LITHIU

July 24, 2023 8-K

Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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): July 18, 2023 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission F

July 24, 2023 EX-99.1

ATLAS LITHIUM ANNOUNCES INVESTMENTS FROM STRATEGIC PARTIES TO ADVANCE ITS LITHIUM PROJECT

Exhibit 99.1 ATLAS LITHIUM ANNOUNCES INVESTMENTS FROM STRATEGIC PARTIES TO ADVANCE ITS LITHIUM PROJECT BOCA RATON, Florida — (July 24, 2023) – Atlas Lithium Corporation (NASDAQ: ATLX) (“Atlas Lithium” or “Company”), a leading mineral exploration company, is pleased to announce that it has received an investment of US$ 10 million for restricted shares of the Company’s common stock from four investo

June 30, 2023 EX-4.7

Form of Nonstatutory Stock Option Agreement under the Atlas Lithium Corporation 2023 Stock Incentive Plan.

Exhibit 4.7 Grant No.: ATLAS LITHIUM CORPORATION NONSTATUTORY STOCK OPTION NOTICE This Notice evidences the award of nonstatutory stock options (each, an “Option” or collectively, the “Options”) that have been granted to you, [NAME], subject to and conditioned upon your agreement to the terms of the attached Nonstatutory Stock Option Agreement (the “Agreement”). The Options entitle you to purchase

June 30, 2023 EX-4.6

Form of Restricted Stock Agreement (Non-U.S.) under the Atlas Lithium Corporation 2023 Stock Incentive Plan.

Exhibit 4.6 FORM For Brazilian Participants Restricted Stock Agreement (Non-U.S) under the Atlas Lithium Corporation 2023 Stock Incentive Plan Grantee: No. of Shares: This Agreement (the “Agreement”) evidences the award of restricted shares (each, an “Award Share,” and collectively, the “Award Shares”) of the common stock of ATLAS LITHIUM CORPORATION, a Nevada corporation (the “Company”), granted

June 30, 2023 S-8 POS

As filed with the Securities and Exchange Commission on June 30, 2023

As filed with the Securities and Exchange Commission on June 30, 2023 Registration No.

June 30, 2023 EX-4.5

Form of Restricted Stock Agreement under the Atlas Lithium Corporation 2023 Stock Incentive Plan.

Exhibit 4.5 FORM - For U.S. Participants Restricted Stock Agreement (U.S Participants) Atlas Lithium Corporation 2023 Stock Incentive Plan Grantee: No. of Shares: This Agreement (the “Agreement”) evidences the award of restricted shares (each, an “Award Share,” and collectively, the “Award Shares”) of the common stock of ATLAS LITHIUM CORPORATION, a Nevada corporation (the “Company”), granted to y

June 30, 2023 EX-4.4

Atlas Lithium Corporation 2023 Stock Incentive Plan.

Exhibit 4.4 ATLAS LITHIUM CORPORATION 2023 STOCK INCENTIVE PLAN ARTICLE I PURPOSE The purpose of this Plan is to enhance the profitability and value of ATLAS LITHIUM CORPORATION (the “Company”) for the benefit of its stockholders by enabling the Company to offer Eligible Employees, Consultants and Non-Employee Directors stock-based compensation in the Company to compensate, attract, retain or rewa

June 30, 2023 S-8

As filed with the Securities and Exchange Commission on June 30, 2023

As filed with the Securities and Exchange Commission on June 30, 2023 Registration No.

June 30, 2023 EX-FILING FEES

Filing Fee Table.

Exhibit 107 Calculation Of Filing Fee Tables Form S-8 (Form Type) Atlas Lithium Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common stock, $0.

June 30, 2023 EX-4.8

Form of Incentive Stock Option Agreement under the Atlas Lithium Corporation 2023 Stock Incentive Plan.

Exhibit 4.8 Grant No.: ATLAS LITHIUM CORPORATION INCENTIVE STOCK OPTION NOTICE This Notice evidences the award of stock options (each, an “Option” or collectively, the “Options”) that have been granted to you, [NAME], subject to and conditioned upon your agreement to the terms of the attached Incentive Stock Option Agreement (the “Agreement”). The Options entitle you to purchase shares of common s

June 26, 2023 EX-99.1

ATLAS LITHIUM GRANTED PRIORITY REVIEW FOR NEVES PROJECT PERMITTING

Exhibit 99.1 ATLAS LITHIUM GRANTED PRIORITY REVIEW FOR NEVES PROJECT PERMITTING BELO HORIZONTE, BRAZIL—(June 26, 2023) – Atlas Lithium Corporation (NASDAQ: ATLX) (“Atlas Lithium” or “Company”), a leading mineral exploration company, is pleased to announce that on June 21, 2023, the State of Minas Gerais in Brazil provided the Company with written notice granting its Neves lithium project (the “Pro

June 26, 2023 8-K

Other Events, Regulation FD Disclosure, Financial Statements and Exhibits

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 21, 2023 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission F

June 12, 2023 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 000-5

June 12, 2023 SC 13D/A

BMIX / Brazil Minerals Inc / Fogassa Marc Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3)* ATLAS LITHIUM CORPORATION (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 105861207 (CUSIP Number) Marc Fogassa 433 North Camden Drive, Suite 810 Beverly Hills, CA 90210 (833) 661-7900 (Name, Address and Telepho

June 6, 2023 8-K

Other Events

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 3, 2023 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission Fi

June 5, 2023 EX-1

2023 Stock Incentive Plan.

Exhibit 1 ATLAS LITHIUM CORPORATION 2023 STOCK INCENTIVE PLAN ARTICLE I PURPOSE The purpose of this Plan is to enhance the profitability and value of ATLAS LITHIUM CORPORATION (the “Company”) for the benefit of its stockholders by enabling the Company to offer Eligible Employees, Consultants and Non-Employee Directors stock-based compensation in the Company to compensate, attract, retain or reward such individuals and/or strengthen the mutuality of interests between such individuals and the Company’s stockholders.

June 5, 2023 DEFR14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Amendment No. 1 Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Amendment No. 1 Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement ATLAS LITHIUM CORPOR

June 2, 2023 EX-1

2023 Stock Incentive Plan incorporated by reference to Exhibit 1 to the Company’s Definitive Information Statement filed with the Commission on June 2, 2023.#

Exhibit 1 ATLAS LITHIUM CORPORATION 2023 STOCK INCENTIVE PLAN ARTICLE I PURPOSE The purpose of this Plan is to enhance the profitability and value of ATLAS LITHIUM CORPORATION (the “Company”) for the benefit of its stockholders by enabling the Company to offer Eligible Employees, Consultants and Non-Employee Directors stock-based compensation in the Company to compensate, attract, retain or reward such individuals and/or strengthen the mutuality of interests between such individuals and the Company’s stockholders.

June 2, 2023 DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement ATLAS LITHIUM CORPORATION (Name of R

June 1, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

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): May 25, 2023 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission Fi

May 26, 2023 EX-3.1

Certificate of Change Pursuant to NRS 78.209 and Certificate of Validation filed on May 25, 2023

Exhibit 3.1

May 26, 2023 EX-3.2

Certificate of Amendment to the Articles of Incorporation and Certificate of Validation filed on May 25, 2023

Exhibit 3.2

May 26, 2023 SC 13D/A

BMIX / Brazil Minerals Inc / Fogassa Marc Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* ATLAS LITHIUM CORPORATION (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 105861207 (CUSIP Number) Marc Fogassa 433 North Camden Drive, Suite 810 Beverly Hills, CA 90210 (833) 661-7900 (Name, Address and Telepho

May 26, 2023 EX-3.3

Amended and Restated Articles of Incorporation of the Company dated May 25, 2023. Incorporated by Reference to Exhibit No. 3.3 to the Company’s Current Report on Form 8-K filed with the Commission on May 26, 2023.

Exhibit 3.3 AMENDED AND RESTATED ARTICLES OF INCORPORATION OF ATLAS LITHIUM CORPORATION ARTICLE I NAME The name of the Corporation is Atlas Lithium Corporation (the “Corporation”). ARTICLE II REGISTERED AGENT AND REGISTERED OFFICE The Corporation may, from time to time, in the manner provided by law, change the registered agent and registered office within the State of Nevada. The Corporation may

May 26, 2023 8-K

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): May 25, 2023 ATLAS LITHIUM CORPOR

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): May 25, 2023 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission Fi

May 26, 2023 EX-3.4

Second Amended and Restated By-laws of the Company Incorporated by reference to Exhibit 3.4 to the Company’s Current Report on Form 8-K filed with the Commission on May 26, 2023.

Exhibit 3.4 SECOND AMENDED AND RESTATED BYLAWS of ATLAS LITHIUM CORPORATION a Nevada corporation Article I OFFICES Section 1.1 Principal Office. The principal office and place of business of Atlas Lithium Corporation, a Nevada corporation (the “Corporation”) shall be at such location as is established from time to time by resolution of the board of directors of the Corporation (the “Board of Direc

May 15, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 001-41552 ATLAS LITHI

May 2, 2023 EX-10.1

Royalty Purchase Agreement dated May 2, 2023, by and between the Company and Lithium Royalty Corp. Incorporated by reference to Exhibit 10.1 to the Form 8-K filed with the Commission on May 2, 2023.

Exhibit 10.1 EXECUTION VERSION Certain identified information has been excluded from the exhibit because it both (i) is not material and (ii) is the type that the company treats as private or confidential, and such information has been marked at the appropriate place with [***]. ATLAS LITHIUM CORPORATION as Parent and ATLAS LITIO BRASIL LTDA. as Vendor and LITHIUM ROYALTY CORP. as Purchaser ROYALT

May 2, 2023 DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION INFORMATION STATEMENT PURSUANT TO SECTION 14 (C) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION INFORMATION STATEMENT PURSUANT TO SECTION 14 (C) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d) (2) ☒ Definitive Information Statement ATLAS LITHIUM CORPORATION (Exact na

May 2, 2023 8-K

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): May 2, 2023 ATLAS LITHIUM CORPORA

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): May 2, 2023 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission Fil

May 2, 2023 EX-10.2

Gross Revenue Royalty Agreement dated May 2, 2023, by and between the Company and Lithium Royalty Corp. Incorporated by reference to Exhibit 10.2 to the Form 8-K filed with the Commission on May 2, 2023.

Exhibit 10.2 Execution Version Certain identified information has been excluded from the exhibit because it both (i) is not material and (ii) is the type that the company treats as private or confidential, and such information has been marked at the appropriate place with [***]. ATLAS LITIO BRASIL LTDA as Title Holder and LITHIUM ROYALTY CORP. as Royalty Holder GROSS REVENUE ROYALTY AGREEMENT Date

April 21, 2023 PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION INFORMATION STATEMENT PURSUANT TO SECTION 14 (C) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION INFORMATION STATEMENT PURSUANT TO SECTION 14 (C) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d) (2) ☐ Definitive Information Statement ATLAS LITHIUM CORPORATION (Exact na

March 30, 2023 EX-10.10

Mineral Rights Agreement dated January 19, 2023 relating to the acquisition of five lithium mineral rights.*

Exhibit 10.10 Translation from Original Contract Written in Portuguese and Executed in Brazil PRIVATE AGREEMENT FOR THE PURCHASE AND SALE OF MINING RIGHTS PRIVATE AGREEMENT FOR TOTAL ASSIGNMENT OF MINERAL RIGHTS MINERAÇÃO E TRANSPORTE ROSA DO VALE LTDA. (“ROSA DO VALE”), a private legal entity, with Federal Taxpayer ID CNPJ/MF [●], with offices at [●], herein represented by its managing member, [●

March 30, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 000-55191 ATLAS LITHIUM

March 30, 2023 EX-4.6

Exhibit 4.6

Exhibit 4.6 DESCRIPTION OF ATLAS LITHIUM CORPORATION’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Overview This section describes the general terms of the Company’s common stock. The Company’s common stock and the rights of the holders of its common stock are subject to the applicable provisions of the Nevada Revised Statutes, which is referred to herein as

February 3, 2023 EX-10.1

Form of Securities Purchase Agreement

Exhibit 10.1 Dated January 30, 2023 Securities Purchase Agreement between Atlas Lithium Corporation (the “Company”) and [●] (the “Purchaser”) Table of Contents Page Article I Definitions 1 Section 1.1 Definitions 1 Article II PURCHASE AND SALE 2 Section 2.1 Agreement to Purchase and Sell 2 Section 2.2 Closing 3 Section 2.3 Deliveries 3 Section 2.4 Closing Conditions 3 Article III REPRESENTATIONS A

February 3, 2023 8-K

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): January 30, 2023 ATLAS LITHIUM CO

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): January 30, 2023 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commissio

January 25, 2023 8-K

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): January 19, 2023 ATLAS LITHIUM CO

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): January 19, 2023 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commissio

January 13, 2023 8-K

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): January 9, 2023 ATLAS LITHIUM COR

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): January 9, 2023 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-41552 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission

January 13, 2023 EX-99.1

ATLAS LITHIUM CORPORATION ANNOUNCES PRICING OF $4.05 MILLION UNDERWRITTEN PUBLIC OFFERING AND NASDAQ LISTING

Exhibit 99.1 ATLAS LITHIUM CORPORATION ANNOUNCES PRICING OF $4.05 MILLION UNDERWRITTEN PUBLIC OFFERING AND NASDAQ LISTING BELO HORIZONTE, BRAZIL—(January 9, 2023) – Atlas Lithium Corporation (“Atlas Lithium” or the “Company”) (Nasdaq: ATLX), a U.S. mineral exploration and mining company with lithium projects and properties in other critical battery metals, today announced the pricing of its underw

January 13, 2023 EX-99.2

ATLAS LITHIUM CORPORATION ANNOUNCES CLOSING OF UNDERWRITTEN PUBLIC OFFERING AND NASDAQ UPLISTING INCLUDING FULL EXERCISE OF OVER-ALLOTMENT OPTION

Exhibit 99.2 ATLAS LITHIUM CORPORATION ANNOUNCES CLOSING OF UNDERWRITTEN PUBLIC OFFERING AND NASDAQ UPLISTING INCLUDING FULL EXERCISE OF OVER-ALLOTMENT OPTION BELO HORIZONTE, BRAZIL—(January 12, 2023) – Atlas Lithium Corporation (“Atlas Lithium” or the “Company”) (Nasdaq: ATLX), a U.S. mineral exploration company with lithium projects and properties in other critical battery metals, today announce

January 13, 2023 EX-4.1

Form of Representative’s Warrant

Exhibit 4.1 Form of Representative’s Warrant Agreement NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR S

January 13, 2023 EX-1.1

Underwriting Agreement, dated January 9, 2023, by and between Atlas Lithium Corporation and EF Hutton, division of Benchmark Investments, LLC

Exhibit 1.1 UNDERWRITING AGREEMENT between ATLAS LITHIUM CORPORATION and EF HUTTON, division of Benchmark Investments, LLC, as Representative of the Several Underwriters 1 ATLAS LITHIUM CORPORATION UNDERWRITING AGREEMENT New York, New York January 9, 2023 EF Hutton, division of Benchmark Investments, LLC as Representative of the several Underwriters named on Schedule 1 attached hereto 590 Madison

January 10, 2023 424B4

675,000 Shares of Common Stock

Filed pursuant to Rule 424(b)(4) Registration N0. 333-262399 675,000 Shares of Common Stock This prospectus relates to a firm commitment public offering (the “Underwritten Offering”) of Atlas Lithium Corporation, a Nevada corporation (the “Company”) for 675,000 shares of common stock, $0.001 par value per share, at a public offering price of $6.00 per share. Our common stock is listed under the sy

January 5, 2023 CORRESP

Atlas Lithium Corporation Rua Bahia, 2463 - Suite 205 Belo Horizonte, Minas Gerais 30.160-012, Brazil

CORRESP 1 filename1.htm Atlas Lithium Corporation Rua Bahia, 2463 - Suite 205 Belo Horizonte, Minas Gerais 30.160-012, Brazil January 5, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Tim Levenberg Re: Atlas Lithium Corporation Registration Statement on Form S-1, as amended Filed January 28, 2022 File No. 333-2

January 5, 2023 CORRESP

VIA EDGAR

CORRESP 1 filename1.htm VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Atlas Lithium Corporation Registration Statement on Form S-1 File No. 333- 262399 Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), EF Hutton, division of Benchmark Investments, L

January 3, 2023 S-1/A

As filed with the Securities and Exchange Commission on January 3, 2023.

As filed with the Securities and Exchange Commission on January 3, 2023. Registration No. 333-262399 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1/A Amendment No. 8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 39-2078861 (State or other jurisdiction of incorporation

January 3, 2023 EX-FILING FEES

Filing fee table. *

Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) Atlas Lithium Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Proposed Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Equity Common Stock, par value $0.

December 22, 2022 EX-3.1

Certificate of Amendment to Articles of Incorporation filed on December 20, 2022

Exhibit 3.1

December 22, 2022 8-K

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): December 20, 2022 ATLAS LITHIUM C

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): December 20, 2022 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commissi

November 30, 2022 S-1/A

As filed with the Securities and Exchange Commission on November 30, 2022.

As filed with the Securities and Exchange Commission on November 30, 2022. Registration No. 333-262399 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1/A Amendment No. 7 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 39-2078861 (State or other jurisdiction of incorporati

November 30, 2022 EX-FILING FEES

Filing fee table. *

Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) Atlas Lithium Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Proposed Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Equity Common Stock, par value $0.

November 16, 2022 EX-4.1

Form of Representative’s Warrant. Incorporated by reference to Exhibit 4.1 to the Registration Statement on Form S-1 Amendment No. 6 filed with the SEC on November 16, 2022.

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

November 16, 2022 CORRESP

2 Park Plaza, Suite 850 ˖ Irvine, California 92614 | 800 West Sixth Street, Suite 1500 ˖ Los Angeles, California 90017 Telephone: 949-788-8900 ˖ Facsimile: 949-788-8980 ˖ www.fkbrlegal.com *Professional Corporation ˖ †Of Counsel ˖ ‡Certified Speciali

CORRESP 1 filename1.htm ATTORNEYS AT LAW Michael J. FitzGerald* Eoin L. Kreditor* Lynne Bolduc Robert C. Risbrough George Vausher, LLM, CPA‡ David M. Lawrence Robert M. Yoakum Sherilyn Learned O’Dell Charles C. McKenna David R. Hunt Natalie F. Foti Brook John Changala Josephine Rachelle Aranda Pfrancez C. Quijano William Allen Miller Sam Sayed John M. Marston† Deborah M. Rosenthal† Maria M. Rullo†

November 16, 2022 S-1/A

As filed with the Securities and Exchange Commission on November 16, 2022.

As filed with the Securities and Exchange Commission on November 16, 2022. Registration No. 333-262399 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1/A Amendment No. 6 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 39-2078861 (State or other jurisdiction of incorporati

November 16, 2022 EX-1.1

Form of Underwriting Agreement by and between the Company and EF Hutton, a division of Benchmark Investments, LLC. Incorporated by reference to Exhibit 1.1 to the Registration Statement on Form S-1 Amendment No. 6 filed with the SEC on November 16, 2022.

Exhibit 1.1 UNDERWRITING AGREEMENT between ATLAS LITHIUM CORPORATION and EF HUTTON, division of Benchmark Investments, LLC, as Representative of the Several Underwriters 1 ATLAS LITHIUM CORPORATION UNDERWRITING AGREEMENT New York, New York [●], 2022 EF Hutton, division of Benchmark Investments, LLC as Representative of the several Underwriters named on Schedule 1 attached hereto 590 Madison Avenue

November 16, 2022 EX-FILING FEES

Filing fee table. *

Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) Atlas Lithium Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Proposed Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Equity Common Stock, par value $0.

November 8, 2022 8-A12B

Form 8-A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A For Registration of Certain Classes of Securities Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 39-2078861 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification N

November 1, 2022 EX-1.1

Form of Underwriting Agreement by and between the Company and EF Hutton, a division of Benchmark Investments, LLC*

EX-1.1 2 ex1-1.htm Exhibit 1.1 UNDERWRITING AGREEMENT between ATLAS LITHIUM CORPORATION and EF HUTTON, division of Benchmark Investments, LLC, as Representative of the Several Underwriters 1 ATLAS LITHIUM CORPORATION UNDERWRITING AGREEMENT New York, New York [●], 2022 EF Hutton, division of Benchmark Investments, LLC as Representative of the several Underwriters named on Schedule 1 attached hereto

November 1, 2022 S-1/A

As filed with the Securities and Exchange Commission on November 1, 2022.

As filed with the Securities and Exchange Commission on November 1, 2022. Registration No. 333-262399 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1/A Amendment No. 5 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 39-2078861 (State or other jurisdiction of incorporatio

November 1, 2022 EX-4.1

Form of Representative’s Warrant*

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

November 1, 2022 EX-FILING FEES

Filing fee table. *

Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) Atlas Lithium Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Proposed Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Equity Common Stock, par value $0.

November 1, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 000-55191 ATLAS L

October 12, 2022 EX-1.1

Form of Underwriting Agreement by and between the Company and EF Hutton, a division of Benchmark Investments, LLC*

Exhibit 1.1 UNDERWRITING AGREEMENT between BRAZIL MINERALS, Inc. and EF HUTTON, division of Benchmark Investments, LLC, as Representative of the Several Underwriters BRAZIL MINERALS, Inc. UNDERWRITING AGREEMENT New York, New York [?], 2022 EF Hutton, division of Benchmark Investments, LLC as Representative of the several Underwriters named on Schedule 1 attached hereto 590 Madison Avenue, 39th Flo

October 12, 2022 EX-FILING FEES

Filing fee table. *

EX-FILING FEES 28 ex107.htm CALCULATION OF FILING FEE TABLE Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) Atlas Lithium Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Proposed Maximum Aggregate Offering Price(1) Fee Rate Amount of Re

October 12, 2022 S-1/A

As filed with the Securities and Exchange Commission on October 11, 2022.

As filed with the Securities and Exchange Commission on October 11, 2022. Registration No. 333-262399 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1/A Amendment No. 4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATLAS LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 39-2078861 (State or other jurisdiction of incorporatio

October 12, 2022 EX-4.1

Form of Representative’s Warrant*

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

September 22, 2022 S-1/A

As filed with the Securities and Exchange Commission on September 22, 2022.

As filed with the Securities and Exchange Commission on September 22, 2022. Registration No. 333-262399 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1/A Amendment No. 3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 39-2078861 (State or other jurisdiction of incorporation)

September 22, 2022 EX-FILING FEES

Filing fee table. *

Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) Brazil Minerals, Inc.

September 7, 2022 EX-96.1

Technical Report Summary on the Das Neves Lithium Project. Incorporated by reference to Exhibit 96.1 to the Current Report on Form 8-K filed with the SEC on September 8, 2022.

EX-96.1 3 ex96-1.htm Exhibit 96.1 Technical Report Summary on the Das Neves Lithium Project, Brazil S-K 1300 Report Brazil Minerals Inc. SLR Project No: 101.20990.00001 Effective Date: August 10, 2022 Signature Date: August 31, 2022 Prepared by: SLR International Corporation Technical Report Summary on the Das Neves Lithium Project, Brazil SLR Project No: 101.20990.00001 Prepared by SLR Internatio

September 7, 2022 8-K

Other Events, Financial Statements and Exhibits

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): August 31, 2022 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission Fil

August 22, 2022 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

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): August 18, 2022 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission Fil

August 12, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended June 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 000-55191 Brazil Miner

July 29, 2022 DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) ? Definitive Information Statement BRAZIL MINERALS, INC. (Name of Regis

July 25, 2022 8-K/A

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 18, 2022 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporatio

July 22, 2022 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

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): July 18, 2022 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission File

July 18, 2022 PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

PRE 14C 1 formpre14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement BRAZIL MINE

July 1, 2022 SC 13D

BMIX / Brazil Minerals Inc / Lancaster Brazil Fund LP Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* BRAZIL MINERALS, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 105861207 (CUSIP Number) Marc Fogassa 433 North Camden Drive, Suite 810 Beverly Hills, CA 90210 (833) 661-7900 (Name, Address and Telephone Numb

June 30, 2022 SC 13D

BMIX / Brazil Minerals Inc / Fogassa Marc Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* BRAZIL MINERALS, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 105861207 (CUSIP Number) Marc Fogassa 433 North Camden Drive, Suite 810 Beverly Hills, CA 90210 (833) 661-7900 (Name, Address and Telephone Numb

June 30, 2022 SC 13D

BMIX / Brazil Minerals Inc / Noriega Roger Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* BRAZIL MINERALS, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 105861207 (CUSIP Number) Roger Noriega c/o 433 North Camden Drive, Suite 810 Beverly Hills, CA 90210 (833) 661-7900 (Name, Address and Telephone

June 3, 2022 8-K/A

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 30, 2022 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporati

June 3, 2022 S-1/A

As filed with the Securities and Exchange Commission on June 3, 2022.

As filed with the Securities and Exchange Commission on June 3, 2022. Registration No. 333-262399 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1/A Amendment No. 2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 39-2078861 (State or other jurisdiction of incorporation) (IRS

June 3, 2022 CORRESP

Grade (% iron)

CORRESP 1 filename1.htm June 3, 2022 BY EDGAR Irene Barberena-Meissner, Esq. Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Brazil Minerals, Inc. Amendment No. 1 to Registration Statement on Form S-1 Filed April 18, 2022 File No. 333-262399 Dear Ms. Barberena-Meissner: This letter is submitted on behalf of Brazil Minerals, Inc. (th

June 3, 2022 EX-FILING FEES

Filing fee table. *

Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) Brazil Minerals, Inc.

June 3, 2022 EX-96.1

Technical Report Summary – Rio Piracicaba Project

EX-96.1 4 ex96-1.htm Exhibit 96.1 S-K 1300 TECHNICAL REPORT SUMMARY RIO PIRACICABA PROJECT APOLLO RESOURCES CORPORATION Prepared by Qualified Persons Volodymyr Myadzel, PhD Orlando Garcia Rocha Filho First Issued on March 30, 2022 Revised on June 3, 2022 S-K 1300 Technical Report Summary Rio Piracicaba Project Page 2 LIST OF CONTENTS 1. Executive Summary 7 1.1. Introduction 7 1.2. Property Descrip

May 13, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended March 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 000-55191 Brazil Mine

May 13, 2022 EX-10.1

Consulting Services Agreement between the Company and Jason Baybutt.*

Exhibit 10.1

May 13, 2022 EX-10.2

Employment Agreement between the Company and Gustavo Pereira de Aguiar. Incorporated by reference to Exhibit 10.2 to the Form 10-Q filed with the Commission on May 13, 2022.#

Exhibit 10.2 AGREEMENT This Agreement (this ?Agreement?) is entered into on March 15, 2022, by and between Brazil Minerals, Inc., a Nevada corporation (the ?Company?), with address at 433 N. Camden Drive, Suite 810, Beverly Hills, CA 90210, and Gustavo Pereira de Aguiar (?GPA?), a citizen and resident of Brazil, with address at Rua Universo 387, apto 401, Bairro Santa Lucia, Belo Horizonte, Minas

May 13, 2022 EX-10.1

Form of Securities Purchase Agreement between the Company and Investors.

Exhibit 10.3 SEcurities PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is made as of [?] by and between [?], with an address at [?] (the ?Purchaser?) and Brazil Minerals, Inc., a Nevada corporation, with an address at 433 North Camden Drive, Suite 810, Beverly Hills, CA 90210 (the ?Company?). WHEREAS, the Purchaser has had the opportunity to receive all information he has

April 18, 2022 S-1/A

As filed with the Securities and Exchange Commission on April 18, 2022.

As filed with the Securities and Exchange Commission on April 18, 2022. Registration No. 333-262399 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1/A Amendment No. 1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 39-2078861 (State or other jurisdiction of incorporation) (IR

April 18, 2022 CORRESP

April 18, 2022

CORRESP 1 filename1.htm April 18, 2022 BY EDGAR Irene Barberena-Meissner, Esq. Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Brazil Minerals, Inc. Registration Statement on Form S-1 Filed January 28, 2022 File No. 333-262399 Dear Ms. Barberena-Meissner: This letter is submitted on behalf of Brazil Minerals, Inc. (the “Company”) in

April 18, 2022 EX-FILING FEES

Filing fee table. *

Exhibit 107 CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Proposed maximum aggregate offering price(1) Amount of registration fee Units(2)(3)(4) $ 17,250,000 $ 1,599.

April 11, 2022 8-K

Other Events

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): April 8, 2022 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission File

April 5, 2022 EX-96.1

Technical Report Summary of the Rio Piracicaba Project from Apollo Resources Corporation. Incorporated by reference to Exhibit 96.1 to the Current Report on Form 8-K filed with the SEC on April 5, 2022.

Exhibit 96.1 SK 1300 TECHNICAL REPORT SUMMARY RIO PIRACICABA PROJECT APOLLO RESOURCES CORPORATION Prepared by Qualified Persons Volodymyr Myadzel, PhD Orlando Garcia Rocha Filho March 30, 2022 SK 1300 Technical Report Summary Rio Piracicaba Project Page 2 LIST OF CONTENTS 1. Executive Summary 7 1.1. Introduction 7 1.2. Property Description and Location 7 1.3. Geology and Mineralization 7 1.4. Expl

April 5, 2022 8-K

Other Events, Financial Statements and Exhibits

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 30, 2022 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission File

March 29, 2022 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55191 Brazil Minerals, Inc. (Exact nam

March 29, 2022 EX-3.9

Certificate of Amendment to the Articles of Incorporation of the Company filed with the Secretary of State of the State of Nevada on March 22, 2022. Incorporated by reference to Exhibit 3.9 to the Company’s Annual Report on Form 10-K/A filed with the SEC on March 29, 2022.

EX-3.9 2 ex3-9.htm Exhibit 3.9

March 25, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55191 Brazil Minerals, Inc. (Exact name of registrant as s

March 25, 2022 EX-3.9

Certificate of Amendment to the Articles of Incorporation of the Company filed with the Secretary of State of the State of Nevada on March 21, 2022. *

Exhibit 3.9

March 16, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 16, 2022 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission File

March 2, 2022 8-K

Other Events

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 1, 2022 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission File

February 1, 2022 DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

DEF 14C 1 def14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement BRAZIL MINERALS

January 28, 2022 EX-3.8

Certificate of Designations, Preferences and Rights of Series D Convertible Preferred Stock filed with the Secretary of State of the State of Nevada on September 16, 2021. Incorporated by reference from Exhibit 3.8 to the Registration Statement on Form S-1 filed with the SEC on January 28, 2022.

Exhibit 3.8 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES D CONVERTIBLE PREFERRED STOCK OF BRAZIL MINERALS, INC. Brazil Minerals, Inc. (the ?Corporation?), a corporation organized and existing under the laws of the State of Nevada does hereby certify that, pursuant to authority conferred upon the Board of Directors of the Corporation (the ?Board of Directors?) by the Corporation?s

January 28, 2022 EX-10.3

Agreement between the Company and GW Holdings Group LLC dated November 15, 2021. Incorporated by reference from Exhibit 10.3 to the Registration Statement on Form S-1 filed with the SEC on January 28, 2022.

Exhibit 10.3 SETTLEMENT AGREEMENT This Settlement Agreement (the ?Settlement Agreement?, dated as of November 15, 2021 (the ?Settlement Date?), among on the one hand Brazil Minerals, Inc. (?Borrower?) and on the other hand GW Holdings Group, LLC, (?Holder? and together with Borrower, the ?Parties?, and each, a ?Party?). BACKGROUND WHEREAS, the Parties have entered into a Promissory Note dated as o

January 28, 2022 S-1

As filed with the Securities and Exchange Commission on January 28, 2022.

As filed with the Securities and Exchange Commission on January 28, 2022. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 39-2078861 (State or other jurisdiction of incorporation) (IRS Employer Identificat

January 28, 2022 EX-10.1

Amended and Restated Employment Agreement Between Marc Fogassa and the Company. Incorporated by reference from Exhibit 10.1 to the Registration Statement on Form S-1 filed with the SEC on January 28, 2022.

Exhibits 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made and entered into on December 31, 2020, between BRAZIL MINERALS, INC., a Nevada corporation, whose principal place of business is at Rua Vereador Joao Alves Praes, 95-A, Olhos D?Agua, MG 39.398-000, Brazil (hereinafter referred to as ?Employer?) and MARC FOGASSA, a California resident, whose mail

January 28, 2022 EX-10.5

Form of Securities Purchase Agreement between the Company and investors other than Warberg Funds. Incorporated by reference from Exhibit 10.5 to the Registration Statement on Form S-1 filed with the SEC on January 28, 2022.

Exhibits 10.5 SEcurities PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is made as of [?] by and between [?], with an address at [?] (the ?Purchaser?) and Brazil Minerals, Inc., a Nevada corporation, with an address at 1443 E. Washington Blvd, Ste. 278, Pasadena, CA 91104 (the ?Company?). WHEREAS, the Purchaser has had the opportunity to receive all information he has req

January 28, 2022 EX-4.7

Form of Warrant between the Company and investors other than Warberg Funds. Incorporated by reference from Exhibit 4.7 to the Registration Statement on Form S-1 filed with the SEC on January 28, 2022.

Exhibit 4.7 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

January 28, 2022 EX-4.6

Form of Warrant between the Company and Warberg Funds. Incorporated by reference from Exhibit 4.6 to the Registration Statement on Form S-1 filed with the SEC on January 28, 2022.

Exhibit 4.6 COMMON STOCK PURCHASE WARRANT BRAZIL MINERALS, INC. This COMMON STOCK PURCHASE WARRANT (the ?Warrant?) certifies that, for value received, WARBERG WF IX LP or its assigns (the ?Holder?) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, on the Initial Exercise Date (as defined below) and on or prior to 5:00 PM (Eastern time)

January 28, 2022 EX-10.4

Form of Securities Purchase Agreement between the Company and funds managed by Warberg Asset Management LLC (“Warberg Funds”). Incorporated by reference from Exhibit 10.4 to the Registration Statement on Form S-1 filed with the SEC on January 28, 2022.

Exhibit 10.4 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of [?], between BRAZIL MINERALS, INC. (the ?Company?), and WARBERG WF [?] LP (the ?Purchaser?). WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the ?Securities Act?), and Rule 506 promulgated

January 24, 2022 8-K

Other Events

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): January 18, 2022 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission Fi

January 21, 2022 PRER14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION (Amendment no. 1) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION (Amendment no. 1) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) ? Definitive Information Statement BRAZIL MINERALS, I

January 7, 2022 PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) ? Definitive Information Statement BRAZIL MINERALS, INC. (Name of Regis

January 4, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): December 30, 2021 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission F

December 8, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): December 7, 2021 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission Fi

November 17, 2021 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

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): November 15, 2021 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission F

November 10, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended September 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 000-55191 Brazil

November 5, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): November 3, 2021 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission Fi

September 17, 2021 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Unregistered Sales of Equity Securities, Other Events

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): September 14, 2021 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission

August 20, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended June 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 000-55191 Brazil Miner

August 16, 2021 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-55191 NOTIFICATION OF LATE FILING CUSIPNUMBER 105861108 (Check one): ? Form 10-K ? Form 20-F ? Form 11 -K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: June 30, 2021 ?Transition Report on Form 10-K ? Transition Report on Form 20-F ?Transition Report on Form 11-K ? Transitio

June 10, 2021 CORRESP

BRAZIL MINERALS, INC. 1443 E Washington Blvd, Suite 278 Pasadena, CA 91104

BRAZIL MINERALS, INC. 1443 E Washington Blvd, Suite 278 Pasadena, CA 91104 June 10, 2021 By EDGAR Karina Dorin, Esq. Office of Energy & Transportation Division of Corporate Finance Securities and Exchange Commission Washington, DC 20549 Re: Acceleration Request Brazil Minerals, Inc. (?Company?) Registration Statement on Form S-1 File No. 333-256767 (?Registration Statement?) Dear Ms. Dorin: The Co

June 10, 2021 S-1/A

As filed with the Securities and Exchange Commission on June 9 , 2021

As filed with the Securities and Exchange Commission on June 9 , 2021 Registration No.

June 4, 2021 S-1

As filed with the Securities and Exchange Commission on June 3, 2021

As filed with the Securities and Exchange Commission on June 3, 2021 Registration No.

June 4, 2021 EX-10

Amended and Restated Employment Agreement Between Marc Fogassa and the Company.*

EX-10 3 bmix-20210601s1ex10z1.htm EX-10 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made and entered into on December 31, 2020, between BRAZIL MINERALS, INC., a Nevada corporation, whose principal place of business is at Rua Vereador Joao Alves Praes, 95-A, Olhos D’Agua, MG 39.398-000, Brazil (hereinafter referred to as “Employer”) and MARC FOGASSA, a California resident, whose

May 24, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended March 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 000-55191 Brazil Mine

May 17, 2021 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-55191 NOTIFICATION OF LATE FILING CUSIP NUMBER 105861108 (Check one): o Form 10-K o Form 20-F o Form 11 -K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2021 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Trans

May 10, 2021 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

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): May 6, 2021 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission File Nu

April 12, 2021 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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): April 9, 2021 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission File

April 12, 2021 EX-99.2 BYLAWS

Amended and Restated Bylaws Brazil Minerals, Inc. Article I

EX-99.2 BYLAWS 2 bmix-202104098kex99z1.htm EX-99.2 BYLAWS Amended and Restated Bylaws of Brazil Minerals, Inc. Article I Office The Board of Directors shall designate and the Corporation shall maintain a principal office. The location of the principal office may be changed by the Board of Directors. The Corporation also may have offices in such other places as the Board may from time to time desig

March 31, 2021 10-K

Annual Report - FORM 10-K FOR PERIOD ENDING DECEMBER 31, 2020

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2020 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55191 Brazil Minerals, Inc. (Exact name of registrant as specified

March 31, 2021 EX-21.1

Subsidiaries of the Company. Incorporated by reference to Exhibit 21.1 to the Company’s Annual Report on Form 10-K/A filed with the SEC on March 29, 2022.

EX-21.1 2 bmix-2020123110kex21z1.htm EXHIBIT 21.1 Exhibit 21.1 List of Subsidiaries (as of 03/26/2021) Name Jurisdiction Percentage Owned BMIX Participações Ltda. Brazil 99.99% by Company Mineração Duas Barras Ltda. Brazil 99.99% by BMIX Participações Ltda. RST Recursos Minerais Ltda. Brazil 50.00% by BMIX Participações Ltda. Hercules Resources Corporation Marshall Islands 100% by Company Hercules

March 31, 2021 EX-3

Certificate of Amendment to the Articles of Incorporation of the Company filed with the Secretary of State of the State of Nevada on July 16, 2020. Incorporated by reference to Exhibit 3.11 to the Company’s Annual Report on Form 10-K filed with the SEC on March 31, 2021.

EX-3 3 bmix-2020123110kex3z11.htm EX-3

March 15, 2021 DEF 14C

- DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement o Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) ? Definitive Information Statement BRAZIL MINERALS, INC. (Name of Regis

March 2, 2021 EX-99

COMMON STOCK PURCHASE WARRANT BRAZIL MINERALS, INC.

NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD, EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION S

March 2, 2021 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): February 26, 2021 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission F

March 2, 2021 PRE 14C

- PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement o Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) o Definitive Information Statement BRAZIL MINERALS, INC. (Name of Regis

March 2, 2021 EX-99

COMMON STOCK PURCHASE AGREEMENT

COMMON STOCK PURCHASE AGREEMENT This Common Stock Purchase Agreement (the ?Agreement?), dated as of February 26, 2021 (the ?Execution Date?), is entered into between Brazil Minerals, Inc.

January 11, 2021 DEF 14C

- DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement BRAZIL MINERALS, INC. (Name of Regis

January 7, 2021 8-K

Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets - 8-K

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): December 31, 2020 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission F

December 31, 2020 PRE 14C

- PRE 14C

PRE 14C 1 bmix-2020123114cpre.htm PRE 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: þ Preliminary Information Statement o Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) o Definitive Information Stat

December 1, 2020 DEF 14C

- DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: o Preliminary Information Statement o Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) þ Definitive Information Statement BRAZIL MINERALS, INC. (Name of Regis

November 20, 2020 10-Q

Quarterly Report - 10-Q

10-Q 1 bmix-2020093010q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended September 30, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commiss

November 20, 2020 PRE 14C

- PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: þ Preliminary Information Statement o Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) o Definitive Information Statement BRAZIL MINERALS, INC. (Name of Regis

November 16, 2020 NT 10-Q

- NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-55191 NOTIFICATION OF LATE FILING CUSIP NUMBER 105861108 (Check one): o Form 10-K o Form 20-F o Form 11 -K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: September 30, 2020 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o T

August 19, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended June 30, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 000-55191 Brazil Miner

August 14, 2020 NT 10-Q

- NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-55191 NOTIFICATION OF LATE FILING CUSIPNUMBER 105861108 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11 -K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2020 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transit

July 14, 2020 DEF 14C

- DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: o Preliminary Information Statement o Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) þ Definitive Information Statement BRAZIL MINERALS, INC. (Name of Regis

July 2, 2020 PRE 14C

- PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: þ Preliminary Information Statement o Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) o Definitive Information Statement BRAZIL MINERALS, INC. (Name of Regis

June 18, 2020 8-K

Entry into a Material Definitive Agreement

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 16, 2020 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorporation) (Commission File

May 20, 2020 10-Q

Quarterly Report - FORM 10-Q FOR PERIOD ENDING MARCH 31, 2020

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended March 31, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 000-55191 Brazil Mine

May 15, 2020 NT 10-Q

- NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-55191 NOTIFICATION OF LATE FILING CUSIP NUMBER 105861108 (Check one): o Form 10-K o Form 20-F o Form 11 -K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2020 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Trans

April 14, 2020 EX-21

List of Subsidiaries (as of 12/31/2019)

Exhibit 21.1 List of Subsidiaries (as of 12/31/2019) Name Jurisdiction Percentage Owned BMIX Participações Ltda. Brazil 99.99% by Company Mineração Duas Barras Ltda. Brazil 99.99% by BMIX Participações Ltda. RST Recursos Minerais Ltda. Brazil 50.00% by BMIX Participações Ltda. Hercules Resources Corporation Marshall Islands 100% by Company Hercules Brasil Ltda. Brazil 99.99% by Hercules Resources

April 14, 2020 EX-3

Certificate of Amendment to the Articles of Incorporation of the Company filed with the Secretary of State of the State of Nevada on August 27, 2019. Incorporated by reference to Exhibit 3.11 to the Company’s Annual Report on Form 10-K filed with the Commission on April 14, 2020.

Ex 3.11

April 14, 2020 10-K

BMIX / Brazil Minerals, Inc. 10-K - Annual Report -

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55191 Brazil Minerals, Inc. (Exact name of registrant as specified

March 30, 2020 NT 10-K

BMIX / Brazil Minerals, Inc. NT 10-K - -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-55191 NOTIFICATION OF LATE FILING CUSIPNUMBER 105861108 (Check one): ☒ Form 10-K o Form 20-F o Form 11 -K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: December 31, 2019 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Tra

November 19, 2019 10-Q

BMIX / Brazil Minerals, Inc. 10-Q - Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended September 30, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 000-55191 Brazil

November 14, 2019 NT 10-Q

BMIX / Brazil Minerals, Inc. NT 10-Q - -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-55191 NOTIFICATION OF LATE FILING CUSIPNUMBER 105861108 (Check one): o Form 10-K o Form 20-F o Form 11 -K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: September 30, 2019 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Tr

August 19, 2019 10-Q

BMIX / Brazil Minerals, Inc. 10-Q - Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ⌧ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended June 30, 2019 ◻ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 000-55191 Brazil Miner

August 14, 2019 8-K

Other Events

8-K 1 bmix8k872019.htm 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): August 7, 2019 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorpor

August 14, 2019 NT 10-Q

BMIX / Brazil Minerals, Inc. NT 10-Q - -

NT 10-Q 1 bmixnt10q6302019.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-55191 NOTIFICATION OF LATE FILING CUSIPNUMBER 105861108 (Check one): o Form 10-K o Form 20-F o Form 11 -K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2019 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transitio

August 6, 2019 DEF 14C

BMIX / Brazil Minerals, Inc. DEF 14C - -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: o Preliminary Information Statement o Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) þ Definitive Information Statement BRAZIL MINERALS, INC. (Name of Regis

August 5, 2019 8-K

Other Events

8-K 1 brazil8k852019.htm 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): July 30, 2019 BRAZIL MINERALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55191 39-2078861 (State or Other Jurisdiction of Incorpo

July 26, 2019 PRE 14C

BMIX / Brazil Minerals, Inc. PRE 14C - -

PRE 14C 1 brazilpre14c7222019.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: þ Preliminary Information Statement o Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) o Definitive Information Statement BR

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