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XCF GLOBAL INC SEC Filings

SAFX Nasdaq

Welcome to our dedicated page for XCF GLOBAL SEC filings (Ticker: SAFX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

The SEC filings for XCF Global, Inc. (Nasdaq: SAFX) provide detailed insight into how the company is building and financing its sustainable aviation fuel (SAF) platform, structuring its capital, and managing listing and governance obligations. Through this page, investors can review XCF Global’s Forms 10‑K and 10‑Q when filed, as well as current reports on Form 8‑K, registration statements on Form S‑1 and S‑1/A, and other key disclosures.

Recent 8‑K filings describe material events such as the completion of a business combination with Focus Impact BH3 Acquisition Company, a SPAC transaction that made XCF Global a publicly traded company, and subsequent agreements to convert certain payables and promissory notes into shares of Class A common stock. These filings detail transactions with parties including Encore DEC, LLC and GL Part SPV I, LLC, and outline how ownership stakes and lock‑up provisions are structured. Other 8‑Ks discuss promissory notes with institutional lenders, an equity line of credit with Helena Global Investment Opportunities I Ltd., and a binding term sheet with New Rise Australia Pty. Ltd. for an exclusive licensing and development partnership in Australia focused on SAF and renewable diesel facilities.

XCF Global’s registration statements on Form S‑1 and S‑1/A register substantial blocks of Class A common stock for resale by selling stockholders and in connection with the equity line of credit. These documents explain the company’s status as a smaller reporting company and emerging growth company, describe private placement warrants and their terms, and provide background on the business combination that created the current public entity. Amendments to earlier 8‑K reports supply audited and unaudited historical financial statements for XCF Global Capital, Inc., New Rise Renewables, and the combined company, along with pro forma financial information.

In December 2025, XCF Global filed an 8‑K disclosing that it had received a notice from Nasdaq stating that the company was not in compliance with the minimum bid price requirement for continued listing on the Nasdaq Capital Market. The filing explains the 180‑day compliance period, potential for an additional period, and notes that the company’s stock continues to trade under the symbol SAFX.

Stock Titan’s SEC filings page brings these documents together with AI‑powered tools that can help readers quickly understand complex regulatory language. Summaries can highlight key terms in XCF Global’s 10‑K and 10‑Q reports, explain capital structure and dilution described in S‑1 filings, and surface important details from 8‑Ks on financings, related‑party transactions, and strategic agreements. Users can also track insider ownership and any Form 4 filings when available, alongside the company’s broader disclosure record.

Rhea-AI Summary

XCF Global, Inc. major shareholder Randy Soule has updated his ownership report on Schedule 13D/A. The amendment shows that Soule beneficially owns 76,067,285 shares of Class A common stock, representing 47.8% of the class. Encore DEC, LLC, a Nevada company through which Soule provides construction and engineering services, is reported as holding 21.3% of the Class A shares.

The amendment corrects earlier disclosure that misstated Encore DEC, LLC’s ownership percentage, clarifying that 21.3% is the current figure. It also lists a series of recent open‑market sales by Encore DEC, LLC between January 8 and January 14, 2026, at prices ranging from $0.1514 to $0.1762 per share. The reporting persons state they do not currently plan actions such as mergers, reorganizations, or control changes but may buy or sell XCF common stock at their discretion, subject to applicable law.

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XCF Global, Inc. updates its prospectus for the registration of up to 187,180,141 shares of Class A common stock and incorporates a recent current report on management and financing developments. The filing describes a CFO transition in which Simon Oxley enters a Transition Agreement, receiving 5,246,260 restricted stock units, and shifts to a consulting role. Under a separate Consulting Agreement, he may be paid either 26,500 shares of common stock or $20,000 per month, and could receive 2,753,740 additional shares if a specified acquisition project closes under certain conditions. The company appoints William Dale as Chief Financial Officer under a services arrangement with ZRG Interim Solutions, paying ZRG $12,500 per week. XCF Global also announces it is evaluating financing options, engaging Bank of America to help structure potential debt financing to support the planned New Rise Reno 2 sustainable aviation fuel facility as part of its long-term growth strategy.

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XCF Global, Inc. is updating its S-1 prospectus covering up to 72,463,768 shares of Class A common stock by adding details on a chief financial officer transition and growth financing plans.

On January 9, 2026, the company entered a Transition Agreement with outgoing CFO Simon Oxley, granting 5,246,260 restricted stock units and retaining him as a consultant with monthly fees payable in either 26,500 shares of common stock or $20,000, plus a potential 2,753,740-share award tied to closing a specified acquisition project.

Effective January 12, 2026, XCF appointed William Dale as CFO under a services agreement with ZRG Interim Solutions, paying ZRG $12,500 per week. The company also disclosed that it is evaluating financing options and has engaged Bank of America to help structure potential debt financing for its planned New Rise Reno 2 sustainable aviation fuel facility as part of its long-term growth strategy.

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Rhea-AI Summary

XCF Global, Inc. reported a chief financial officer transition and related compensation arrangements. The company entered into a Transition Agreement with outgoing CFO Simon Oxley, granting him 5,246,260 restricted stock units that will convert into Class A common shares, with the company using commercially reasonable best efforts to register those shares after issuance. He will continue in a consulting role to support the handover of CFO duties.

Under a separate Consulting Agreement, Mr. Oxley will receive a monthly fee of either 26,500 shares of common stock or $20,000, at the company’s option, and may receive an additional 2,753,740 shares if a specified acquisition project closes under defined conditions. XCF Global appointed William Dale as its new CFO under a services arrangement with ZRG Interim Solutions, paying ZRG $12,500 per week. The company also disclosed that it is evaluating financing options to support construction of its New Rise Reno 2 facility.

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XCF Global, Inc. insider reporting person Randy Soule, a greater-than-10% owner, reported a series of indirect sales of Class A common stock through Encore DEC, LLC, where he is listed as a member. On January 13, 2026, Encore DEC, LLC sold multiple 200,000-share blocks at prices between $0.1574 and $0.1762 per share. On January 14, 2026, it sold an additional 161,363 shares at $0.1536 per share and two further 200,000-share blocks at $0.1514 and $0.1525 per share. Following the last reported transaction, Encore DEC, LLC held 76,067,285 XCF Global Class A common shares indirectly attributed to Soule.

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XCF Global, Inc. disclosed that a major shareholder associated with Encore DEC, LLC, of which Randy Soule is a member, reported multiple open-market sales of Class A common stock. The trades took place between January 8 and January 12, 2026, with individual transactions such as 200,000-share sales at prices including $0.1713, $0.1566, $0.1603, and $0.1616 per share, plus a 73,000-share sale at $0.1544. Following the last reported transaction on January 12, the filing shows 77,628,648 Class A shares beneficially owned indirectly through Encore DEC, LLC.

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XCF Global, Inc. received a large equity holder disclosure on a Schedule 13D. Individual investor Randy Soule reports beneficial ownership of 78,901,648 shares of Class A common stock, representing 49.6% of the class. Encore DEC, LLC, a Nevada construction and engineering firm of which Mr. Soule is the sole member, beneficially owns 36,779,193 shares, or 17.6% of the class.

The shares were acquired by converting $28,000,000 of invoices payable to Encore into XCF common stock. The reporting persons state they will not trade the acquired shares for a minimum of six months, though they reserve the right to buy or sell XCF stock in the future, subject to applicable law.

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XCF Global, Inc. reported that 10% owner Randy Soule beneficially owns 7,950,653 shares of its Class A common stock. The holding is reported as directly owned on a Form 3 as of 06/06/2025, which is the initial statement of beneficial ownership for this insider.

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RESC Renewables Holdings, LLC filed an initial ownership report as a more than 10% owner of XCF Global, Inc. (SAFX). The filing shows that RESC Renewables directly beneficially owns 66,932,417 shares of the company’s Class A common stock as of the event date of June 6, 2025. This Form 3 establishes the entity’s large ownership position and status as an insider under securities rules.

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XCF Global, Inc. filed a prospectus supplement relating to the previously registered offering of up to 72,463,768 shares of its Class A common stock. The supplement attaches a new Form 8-K that discloses Nasdaq has notified the company that its stock failed to meet the $1.00 minimum bid price requirement for 30 consecutive business days, triggering a 180‑day grace period until June 8, 2026 to regain compliance by maintaining a closing bid of at least $1.00 for ten straight trading days. The shares continue to trade on Nasdaq under the symbol SAFX, and the stock last closed at $0.50 on December 11, 2025.

The Form 8-K also describes a non‑binding memorandum of understanding among XCF, Southern Energy Renewables, and DevvStream to explore a potential integrated low‑carbon fuels and sustainable aviation fuel platform, including a planned biomass‑to‑fuel facility in Louisiana and possible development of a New Rise Louisiana HEFA SAF plant comparable in size to XCF’s ~40 million‑gallon New Rise Reno facility. The MOU creates no binding obligations and any offtake, investment, or project arrangements would require definitive agreements, financing, and regulatory and corporate approvals.

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FAQ

What is the current stock price of XCF GLOBAL (SAFX)?

The current stock price of XCF GLOBAL (SAFX) is $0.1373 as of January 23, 2026.

What is the market cap of XCF GLOBAL (SAFX)?

The market cap of XCF GLOBAL (SAFX) is approximately 28.9M.
XCF GLOBAL INC

Nasdaq:SAFX

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SAFX Stock Data

28.87M
41.76M
0.84%
1.55%
0.47%
Utilities - Renewable
Industrial Organic Chemicals
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United States
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