8-K Reports
Trio Petroleum Corp
CIK

1898766

Accepted

Mar 4, 2026, 12:05 PM

Accession

0001493152-26-008775

8.01 Other Events
9.01 Financial Statements and Exhibits
Items (2)

Item Other On January 9, 2026, Trio Petroleum Corp, a Delaware corporation (the “ Company”), filed a Current Report on Form 8-K (the “ January 9 th On March 3, 2026, the Company filed Amendment No. 1 to the Prospectus Supplement (“ Amendment No. 1”) amending and supplementing the Prospectus Supplement to update the amount of shares eligible for sale under General Instruction I. B.6 of Form S-3 (“ Instruction I. B.6.). Following the filing of Amendment No. 1, the aggregate amount of shares that were available for sale was $3,292,000. The maximum aggregate offering amount was $6,892,000, which includes shares of Common Stock having an aggregate sales price of $3,599,885 (7,344,372 shares of Common Stock) that were previously sold pursuant to the Prospectus Supplement. On March 4, 2026, the Company filed Amendment No. 2 to the Prospectus Supplement (“ Amendment No. 2”) further amending and supplementing the Prospectus Supplement, as amended, to further update the amount of shares eligible for sale under General Instruction I. B.6. Following the filing of Amendment No. 2, the aggregate amount of shares that are available for sale is $6,485,000 (the “ Placement Shares”). The maximum aggregate offering amount was $13,377,000, which includes shares of Common Stock having an aggregate sales price of $6,891,859 (9,254,648 shares of Common Stock) that were previously sold pursuant to the Prospectus Supplement, as amended. All other terms of the Offering and the ATM Agreement are described in the January 9 th th The legal opinion of Ellenoff Grossman & Schole LLP, counsel to the Company, relating to the Placement Shares being offered is filed as Exhibit 5.1 to this Current Report on Form 8-K.

Item Financial (d) Exhibits. Exhibit Description No. ─────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── 5.1 Opinion of Ellenoff Grossman & Schole LLP 10.1* At Market Issuance Sales Agreement, dated January 9, 2026, between the Trio Petroleum Corp and Ladenburg Thalmann Co. Inc. 23.1 Consent of Ellenoff Grossman & Schole LLP (included in Exhibit 5.1) 104 Cover * Incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed with the Commission on January 9, 2026 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: March 4, 2026 ────────────────────────────────────────── Trio By: /s/ Name: Robin Title: Chief