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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 29, 2025
AMERICAN CLEAN RESOURCES GROUP,
INC.
(Exact Name of Registrant as Specified
in Charter)
| Nevada |
|
000-14319 |
|
84-0991764 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
12567 West Cedar Drive, Suite 104, Lakewood,
CO 80228-2039
(Address of principal executive offices)
1.720.458.1124
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered
pursuant to Section 12(b) of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common Stock $0.001 par value |
|
ACRG |
|
OTC |
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if
the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
On September 25, 2025, J. Bryan Read notified
the Board of Directors of American Clean Resources Group, Inc. (the “Company”) of his resignation as President of the Company,
effective immediately.
Mr. Read’s decision to resign was not the
result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices.
The Company thanks Mr. Read for his many years
of service and contributions to the organization. For continuity, the duties previously carried by Mr. Read will be assumed by the
Company’s Chief Executive Officer, Chief Operating Officer, and Chief Administrative Officer.
Cautionary Statement Regarding Forward-Looking
Statements
The statements in this Current Report
on Form 8-K that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933,
as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on current
expectations, estimates and projections about the industry and markets in which ACRG operates, management’s beliefs and assumptions
made by management. Such statements involve uncertainties that could significantly impact ACRG’s financial results. Words such
as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,”
“estimates,” variations of such words and similar expressions are intended to identify such forward-looking statements, which
generally are not historical in nature. All statements that address events or developments that we expect or anticipate will occur in
the future — including statements relating to job creation and economic growth, development, industrial production, and general
conditions in the geographic areas — are forward-looking statements. These statements are not guarantees of future performance
and involve certain risks, uncertainties and assumptions that are difficult to predict. Although we believe the expectations reflected
in any forward-looking statements are based on reasonable assumptions, we can give no assurance that our expectations will be attained
and therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements.
ACRG undertakes no duty to update any forward-looking statements appearing in this release.
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.
| |
AMERICAN CLEAN RESOURCES GROUP, INC. |
| |
|
|
| Date: September 30, 2025 |
By: |
/s/ Tawana Bain |
| |
|
Tawana Bain |
| |
|
Chief Executive Officer |
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