Bimergen Energy Corp Reports Material Event

Bimergen Energy Corporation announced leadership changes.

Rhea-AI Filing Summary

Bimergen Energy Corporation announced leadership changes. Bejamin Tran resigned as Chief Executive Officer and will serve as Executive Chairman. The Board appointed Cole W. Johnson and Robert J. Brilon as Co‑Chief Executive Officers. Johnson will continue as President and Brilon will continue as Chief Financial Officer, providing continuity in day‑to‑day operations.

Insights

Governance & Corporate Actions Analyst

CEO transition with continuity via co-CEO structure.

Bimergen Energy shifted from a single-CEO model as Bejamin Tran moved to Executive Chairman and the Board named Cole W. Johnson and Robert J. Brilon as co-CEOs. Both retain their prior roles—President and CFO—which can streamline decision-making during the transition.

The filing states the resignation was not due to disagreements, reducing concern about operational disputes. With co-CEOs drawn from existing leadership, institutional knowledge remains in place.

Actual impact will depend on how responsibilities are divided between the co-CEOs and how the Executive Chairman role interfaces with management. Subsequent disclosures may clarify strategic priorities and reporting lines.

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.

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

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Accepted by SEC EDGAR 10/21/2025 - 05:24 PM EDT Learn about SEC filing dates

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): October 21, 2025

BIMERGEN ENERGY CORPORATION

(Exact name of registrant as specified in its charter)

Delaware		000-27407		93-3419812
(State or other jurisdiction of incorporation or organization)		(Commission File No.)		(IRS Employee Identification No.)

895 Dove Street, Suite 300

Newport Beach, CA 92660

(Address of principal executive offices)

(Registrant’s telephone number, including area code: (855) 946-0154

Not applicable.

(Former name or former address, if changed since last report.)

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 (see General Instruction A.2. below):

☐	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, par value $0.001 per share.		BESS		OTC Markets

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.

Appointment of Officers

Effective October 21, 2025, Bejamin Tran resigned as the Chief Executive Officer of Bimergen Energy Corporation (the “Company”). Mr. Tran’s resignation was not a result of any disagreements with the Company on any matter relating to the Company’s operations, policies, or practices and Mr. Tran will serve as the Company’s Executive Chairman. To fill the vacancy, the Board of Directors of the Company (the “Board”) appointed Cole W. Johnson and Robert J. Brilon as the Co-Chief Executive Officers. The Board also confirmed that Messrs. Johnson and Brilon will continue to hold their prior positions of President and Chief Financial Officer, respectively.

SIGNATURES

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.

	BIMERGEN ENERGY CORPORATION
Dated: October 21, 2025	By:	/s/ Robert J. Brilon
		Robert J. Brilon
		Co-Chief Executive Officer