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.
XCF Global, Inc. (SAFX) entered into a Warrant Purchase Agreement with GL PART SPV II, LLC in connection with an amendment to its Business Combination Agreement. The company issued an Initial Warrant to purchase up to 6,891,798 shares of Class A Common Stock at an exercise price of $2.50 per share, subject to adjustment.
On September 14, 2026, the investor, an entity controlled by the company’s largest beneficial owner, paid $1,000,000 for the Initial Warrant, equal to $0.1451 per underlying share, in a private placement. The warrants are exercisable for cash or on a cashless basis, with customary anti-dilution adjustments, and were issued under exemptions from registration under Section 4(a)(2) and Rule 506(b) of Regulation D.
XCF Global, Inc. (SAFX) has a new large shareholder disclosure from GL Part SPV II, LLC, which reports beneficial ownership of 27,479,983 shares of Class A common stock, representing 6.7% of the class.
GL Part SPV II acquired 20,588,185 shares on June 6, 2025 under a Business Combination Agreement involving XCF and Focus Impact BH3 entities, and a further 6,891,798 shares on September 14, 2026 through a Common Stock Purchase Warrant. GL Part SPV II also has a Warrant Purchase Agreement with XCF that allows it to obtain additional warrants, each exercisable on a paid or cashless basis at $2.50 per share, until December 31, 2026. The filing states that GL Part SPV II may buy or sell XCF common stock in its discretion, subject to applicable law.
XCF Global, Inc. (SAFX) reported that GL Part SPV II, LLC, an affiliate of a 10% owner, acquired warrants on September 14, 2026 to purchase 6,891,798 shares of Series A Common Stock at an exercise price of $2.50 per share. These warrants are currently held directly by the reporting entity and are scheduled to expire on September 30, 2029; the reported post-transaction warrant position is 6,891,798 underlying shares.
XCF Global, Inc. (SAFX) entered into an at-the-market Sales Agreement with Roth Capital Partners, LLC and H.C. Wainwright & Co., LLC under which it may offer and sell Class A common stock with an aggregate market value of up to $100,000,000 from time to time through the agents.
Sales will be made as “at the market offerings” under Rule 415, including transactions on or through The Nasdaq Capital Market, to or through a market maker, or via negotiated transactions and block trades. The agents will use commercially reasonable efforts and will receive a commission of up to 3.0% of gross sales proceeds.
XCF Global intends to use any net proceeds for working capital and general corporate purposes. The program is established under a shelf registration statement on Form S-3 and a prospectus supplement dated September 14, 2026, and may be terminated by the company or Roth on five days’ written notice, or immediately in certain circumstances.
XCF Global, Inc. (SAFX) has filed a shelf registration on Form S-3 to offer, issue and sell up to $300,000,000 of common stock, preferred stock, debt securities, warrants and/or units from time to time in one or more offerings. This includes a dedicated sales agreement prospectus for an at-the-market offering of up to $100,000,000 of common stock through Roth Capital Partners, LLC and H.C. Wainwright & Co., LLC, which is part of the $300,000,000 capacity.
XCF describes itself as a renewable fuels company focused primarily on sustainable aviation fuel (SAF), with initial assets in Nevada, Florida and North Carolina and a strategy to build a nationwide SAF and renewable fuels platform. The company also discloses a pending business combination with DevvStream Corp. and Southern Energy Renewables Inc., after which existing XCF Global, Southern Energy and DevvStream securityholders are expected to own approximately 66.7%, 23.3% and 10.0% of XCF Global, respectively, if the transaction closes.
As of September 11, 2026, XCF had 415,296,896 shares of common stock outstanding and no preferred stock, and its common stock traded on the Nasdaq Capital Market at a last reported price of $0.4154 per share on September 10, 2026. The company qualifies as an emerging growth company and a smaller reporting company and plans to use any net proceeds from future takedowns under this shelf mainly for working capital, capital expenditures and general corporate purposes, and potentially for acquisitions.
XCF Global, Inc. (SAFX) announced an amendment to its Business Combination Agreement with DevvStream Corp. and Southern Energy Renewables that increases the expected ownership in the combined company for existing XCF shareholders to approximately 69.57% and for former DevvStream shareholders to approximately 10.43%. The revised terms include a $1.0 million investment in XCF by GL PART SPV I through warrants exercisable at $2.50 per share and a framework for at least $4.3 million in additional capital to XCF within three months following closing. XCF reiterates its unchanged 2027 outlook, targeting gross product sales of $775–825 million, net revenue of $110–120 million and EBITDA of $65–70 million.
XCF Global, Inc. (SAFX) issued a supplement to its joint proxy statement/prospectus for the proposed business combination with DevvStream Corp. and Southern Energy Renewables, updating deal terms and meeting dates. The XCF Global stockholder meeting was postponed to September 24, 2026 and the DevvStream meeting to September 17, 2026; record dates and proposals are unchanged.
The amendment to the Business Combination Agreement reduces Southern’s equity consideration to 28.75% and DevvStream’s to 14.99% of XCF Global shares outstanding immediately before closing, leading to expected pro forma ownership of about 69.57% for existing XCF Global stockholders, 20.00% for former Southern stockholders, and 10.43% for former DevvStream shareholders. The amendment also requires a concurrent $1,000,000 warrant investment in XCF Global by GL at a $2.50 exercise price and sets a post‑closing Funding Commitment by EEME and GL of at least $4,373,000 plus a Shortfall Amount within three months and an additional $50,000,000 within twelve months, though these post‑closing amounts are not conditions to closing.
Several closing protections are deleted or loosened, including removal of Southern’s prior $10,000,000 minimum cash requirement and XCF Global’s prior revenue and EBITDA thresholds, as well as dropping Nasdaq Sweden and HSR Act clearance from required approvals. New risk factors highlight that these changes may reduce financial safeguards for stockholders and that there is no assurance EEME and GL will ultimately provide all post‑closing funding.
XCF Global, Inc. (SAFX) entered into Amendment No. 1 to its Business Combination Agreement with DevvStream Corp. and Southern Energy Renewables Inc., revising the merger consideration definitions and modifying or deleting certain closing conditions for the planned mergers.
The amendment is conditioned on a $1,000,000 investment in XCF Global by GL PART SPV I, LLC through the company’s warrant program at an exercise price of $2.50 per share. In addition, EEME Energy SPV I LLC and GL agreed that, within three months after closing, they will provide cash proceeds to XCF Global of at least $4,373,000 plus any defined Shortfall Amount, and will use commercially reasonable efforts to provide at least an additional $50,000,000 within twelve months, via the warrant program or other mutually agreed financing. XCF Global also postponed its special meeting of stockholders to September 24, 2026, with the July 29, 2026 record date unchanged, and its board determined the amendment is in the company’s best interest and unanimously recommends stockholders vote in favor of the key transaction-related proposals.
XCF Global, Inc. (SAFX) entered into Amendment No. 1 to its Business Combination Agreement with DevvStream Corp. and Southern Energy Renewables Inc., revising the merger consideration definitions and certain closing conditions for the planned business combination.
The amendment conditions its effectiveness on a $1,000,000 investment in XCF Global by GL PART SPV I, LLC through the company’s warrant program, with warrants exercisable at $2.50 per share. In addition, EEME Energy SPV I LLC and GL agreed to a post-closing Funding Commitment: within three months after closing, they must fund at least $4,373,000 plus a Shortfall Amount, and within twelve months they will use commercially reasonable efforts to fund an additional $50,000,000, via the warrant program or other mutually agreed financing arrangements.
XCF Global postponed its special meeting of stockholders from September 10, 2026 to September 24, 2026 to allow investors more time to review the amendment and supplemental proxy materials. The board determined the amendment is in the company’s best interests and unanimously recommends stockholders vote in favor of all key proposals related to the business combination and equity authorizations.