Current Report Filing

This report details a significant business transaction for NOCOPI TECHNOLOGIES, INC. On May 18, 2026, the company, through its subsidiary Polymeric Nocopi LLC, entered into an Asset Purchase Agreement to acquire substantially all the assets and assume certain liabilities of Polymeric U.S., Inc. The business acquired specializes in manufacturing and commercializing specialized ink and coating solutions under the "Polymeric" trade name. The total consideration for this acquisition is $2,650,000, comprising $1,750,000 in cash, assumption of specified liabilities, and the issuance of 500,000 shares of NOCOPI TECHNOLOGIES, INC. common stock. A holdback amount of $150,000 is retained for post-closing adjustments and indemnification. Additionally, on the same date, the company entered into Stock Purchase Agreements with institutional investors for the private placement of 266,668 shares of common stock at $1.50 per share, expecting to raise approximately $400,000. A Registration Rights Agreement was also executed, requiring the company to register these shares within a year. These transactions were made in reliance on the accredited investor exemption under the Securities Act.