Item 1.02 Termination of a Material Definitive Agreement.

Effective February 20, 2023, Bitech Technologies Corporation together with its wholly owned subsidiary Bitech Mining Corporation (collectively, the "Company") entered into a Confidential Settlement, Mutual Release, and Share Transfer Agreement (the "C. Cao Settlement Agreement") with Calvin Cao ("C. Cao") and SuperGreen Energy Corporation ("SuperGreen," together with C. Cao, the "C. Cao Parties"). The C. Cao Settlement Agreement settles as to the C. Cao Parties, the Company's lawsuit as disclosed in its Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on February 3, 2023 (the "Cao Lawsuit"). Pursuant to the C. Cao Settlement Agreement, the C. Cao Parties terminated the Patent & Technology Exclusive and Non-Exclusive License Agreement between Bitech Mining Corporation and SuperGreen dated January 15, 2021 as amended on January 15, 2021 and on March 26, 2022 (the "License Agreement") and SuperGreen canceled 51,507,749 shares of the Company's common stock, par value $0.001 per share issued by the Company to SuperGreen pursuant to the License Agreement. In addition, the parties to the Settlement Agreement agreed to a mutual general release of liabilities against each other, refrain from making any disparaging remarks about each other and the Company's filing a dismissal with prejudice of the Cao Lawsuit as to the C. Cao Parties. The Settlement Agreement also contains additional covenants, representations and warranties that are customary of litigation settlement agreements. The Company intends to continue to pursue the Cao Lawsuit as to the remaining defendants in that case, namely Michael Cao, B&B Investment Holding, LLC and Linh Dao.

The foregoing description of the Settlement Agreement is qualified in its entirety by reference to the Settlement Agreement which is attached to this Form 8-K as Exhibit 10.1 hereto and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) The following exhibits are filed with this Current Report:





Exhibit No.   Description
10.1            Confidential Settlement, Mutual Release, and Share Transfer
              Agreement between the Company, Bitech Mining Corporation, Calvin Cao
              and SuperGreen Energy Corporation dated as of February 20, 2023.
104           Cover Page Interactive Data File (embedded within the Inline XBRL
              document)



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