ACRG names new CFO, creates registrar officer role

American Clean Resources Group appointed Luke McPherson as Chief Financial Officer, effective February 27, 2026.

Rhea-AI Filing Summary

American Clean Resources Group appointed Luke McPherson as Chief Financial Officer, effective February 27, 2026. The Board cited growing needs in financial reporting, audit readiness, and capital-markets activity as the company pursues long-term growth and potential uplisting initiatives.

McPherson brings extensive experience in SEC reporting for public companies, technical accounting, complex equity and debt transactions, business-combination accounting, PCAOB audit coordination, treasury processes, and internal controls, including work with regulated industries and emerging real-world asset business models. Former CFO Sharon Ullman moved into a new role as Chief Registrar & Shareholder Officer, focusing on shareholder records, transfer-agent coordination, registrar operations, and governance-related functions. The company states her transition did not arise from any disagreement, and an equity-based compensation arrangement for McPherson will be detailed in a later disclosure once approved.

Insights

Corporate governance analyst

Leadership reshuffle strengthens finance and shareholder functions.

The company has upgraded its finance leadership by appointing a CFO with deep SEC reporting, technical accounting, and capital-markets readiness experience. This aligns explicitly with stated goals around growth, audit readiness, and potential uplisting, suggesting a more sophisticated financial infrastructure.

Creating a dedicated Chief Registrar & Shareholder Officer role for the former CFO separates capital-markets and shareholder-records responsibilities. The company notes no disagreements tied to the transition, which frames this as an organizational realignment rather than a dispute-driven change. Subsequent disclosures on the new CFO’s equity-based compensation will clarify incentive alignment with shareholders.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What executive change did American Clean Resources Group (ACRG) announce?

American Clean Resources Group appointed Luke McPherson as Chief Financial Officer effective February 27, 2026. The move reflects growing needs in financial reporting, audit readiness, and capital-markets activity as the company pursues long-term growth and potential uplisting initiatives.

What is the background of ACRG’s new CFO, Luke McPherson?

Luke McPherson has extensive experience in public-company SEC reporting, technical accounting, and complex equity and debt transactions. His work includes business-combination accounting, PCAOB audit coordination, capital-markets readiness, multi-entity structuring, treasury-process improvements, and internal control design for regulated industries and real-world asset business models.

What responsibilities will the new CFO at ACRG oversee?

As Chief Financial Officer, Luke McPherson will oversee financial strategy, SEC reporting and disclosure processes, corporate finance and treasury operations, audit coordination, and governance-related activities. These responsibilities align with the company’s focus on long-term growth, stronger financial infrastructure, and preparation for potential capital-markets and uplisting initiatives.

What happened to American Clean Resources Group’s former CFO, Sharon Ullman?

Former CFO Sharon Ullman transitioned to the newly created role of Chief Registrar & Shareholder Officer on February 27, 2026. She now manages shareholder-records administration, transfer-agent coordination, registrar operations, and shareholder correspondence, and the company states the move was not due to any disagreement over operations or policies.

Did ACRG disclose any disagreements related to the CFO transition?

The company specifically states that Sharon Ullman’s transition from Chief Financial Officer to Chief Registrar & Shareholder Officer was not the result of any disagreement regarding operations, policies, or practices. This frames the change as an organizational realignment rather than a conflict-driven leadership departure.

Will ACRG’s new CFO receive equity-based compensation?

American Clean Resources Group and Luke McPherson have agreed in principle to an equity-based compensation arrangement. Details will be disclosed in a later company disclosure after finalization and Board approval, which will clarify the structure and extent of his long-term incentive alignment.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 03/02/2026 - 05:38 PM Learn about SEC filing dates

false 0000773717 0000773717 2026-03-02 2026-03-02 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

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): March 2, 2026

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 230, 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 Department of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

Appointment of Chief Financial Officer

On February 27, 2026, the Board of Directors of American Clean Resources Group, Inc. (the “Company”) appointed Luke McPherson as the Company’s Chief Financial Officer. The Board’s decision reflects the Company’s increasing financial-reporting, audit-readiness, and capital-markets needs as it advances its long-term growth and uplisting initiatives.

Mr. McPherson has extensive experience in public-company financial reporting, technical accounting, and the evaluation and documentation of complex equity and debt transactions. Prior to joining the Company, he supported management teams of U.S. public companies with SEC reporting (Forms 10-K and 10-Q), business-combination accounting, and PCAOB audit coordination. His background also includes capital-markets readiness, multi-entity structuring, treasury-process enhancements, and the design and documentation of internal controls, including work with companies operating in regulated industries and emerging real-world asset (RWA) business models.

As Chief Financial Officer, Mr. McPherson will oversee the Company’s financial strategy, SEC reporting and disclosure processes, corporate finance and treasury operations, audit coordination, and governance-related activities. His appointment was not made pursuant to any arrangement or understanding with any other person. Mr. McPherson has no family relationships with any director or executive officer of the Company. There are no related-party transactions requiring disclosure under Item 404(a) of Regulation S-K.

The Company and Mr. McPherson have agreed in principle to an equity-based compensation arrangement, which will be disclosed in a subsequent filing once finalized and approved by the Board.

Transition of Former Chief Financial Officer

In connection with Mr. McPherson’s appointment, Sharon Ullman, the Company’s former Chief Financial Officer, transitioned into the newly created role of Chief Registrar & Shareholder Officer, effective February 27, 2026.

In this capacity, Ms. Ullman will oversee shareholder-records administration, transfer-agent coordination, registrar operations, shareholder correspondence processes, and related governance functions. Ms. Ullman remains an integral member of the Company’s leadership team. Her transition was not the result of any disagreement with the Company on any matter relating to its operations, policies, or practices.

1

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: March 2, 2026	By:	/s/ Tawana Bain
		Tawana Bain
		Chief Executive Officer

2

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• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB