SEC Comment Letter for Energy Exploration Technologies, Inc. (CIK 0001830166) — Jun 30, 2026
Energy Exploration Technologies, Inc. (CIK 0001830166)
Date: June 30, 2026 · CIK: 0001830166 · Accession: 0000000000-26-006507
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File numbers found in text: 024-12616
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June 30, 2026
Teague Egan
Chief Executive Officer
Energy Exploration Technologies, Inc.
1654 Calle Tulipan, Ste 100
San Juan, PR 00927
Re: Energy Exploration Technologies, Inc.
Post-Qualification Amendment No. 4 to
Offering Statement on Form 1-A
Filed June 26, 2026
File No. 024-12616
Dear Teague Egan:
We have reviewed your amendment and have the following comments.
Please respond to this letter by amending your offering statement and providing the
requested information. If you do not believe a comment applies to your facts and circumstances or
do not believe an amendment is appropriate, please tell us why in your response. After reviewing
any amendment to your offering statement and the information you provide in response to this
letter, we may have additional comments. Unless we note otherwise, any references to prior
comments are to comments in our June 25, 2026 letter.
Post-Qualification Amendment No. 4 to Offering Statement on Form 1-A
General
1. We note your response to comment 2, but your disclosure remains unclear. The proceeds
included in the bulleted list provided in your response sum to $44,514,772, but do not
appear to include the bonus shares, based on your disclosure that you sold "1,779,860
shares at $10.00 per share, for gross proceeds of $17,798,600 (exclusive of transaction
fees), and issued 199,900 Bonus Shares (the maximum reserved under our Bonus Share
Program) at no consideration." The $17,798,600 proceeds appear to be exclusive of the
value of the bonus shares, and when added to the rest of the proceeds in the bulleted list,
sum to $44,514,772. When this amount is added to the amount you are qualifying in this
offering at $13 per share, and the $1,999,000 value of the bonus shares, it appears that you
are seeking to qualify $75,890,522 in a twelve-month period, which is greater than the $75
million maximum permitted by Rule 251(a)(2). Please revise your disclosure accordingly
or advise.
June 30, 2026
Page 2
2. We note your revised disclosure that you have filed this post-qualification amendment to
update certain disclosures in the previously qualified offering circular and to incorporate
your audited financial statements for the fiscal year ended December 31, 2025. We also
note your revised disclosure that pending qualification of this post-qualification
amendment, you will continue to offer and sell the remaining number of shares previously
qualified by the SEC pursuant to your most recently qualified post-qualification
amendment. Please note that, prior to qualification, offers and sales must be suspended if a
post-qualification amendment is filed to comply with Rule 252(f)(2)(i) and the financial
statements are stale for the purposes of the rule. In addition, sales, but not offers, must be
suspended if a post-qualification amendment is filed for the purpose of complying with
Rule 252(f)(2)(ii). For guidance, see Consolidated Corporation Finance Interpretations
Question 182.32, available on our public website. Revise your disclosures and website
accordingly, or advise.
We will consider qualifying your offering statement at your request. If a participant in
your offering is required to clear its compensation arrangements with FINRA, please have FINRA
advise us that it has no objections to the compensation arrangements prior to qualification.
We remind you that the company and its management are responsible for the accuracy and
adequacy of their disclosures, notwithstanding any review, comments, action or absence of action
by the staff.
Please contact Nicholas O'Leary at 202-551-4451 or Katherine Bagley at 202-551-2545
with any questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services
cc: Patrick Costello, Esq.