XCF Global grants CFO 20.2M restricted shares

The restricted shares vest quarterly over four years under XCF Global's 2025 Equity Incentive Plan.

Available on EDGAR 11/03/2026 - 04:54 PM EST Accepted by SEC EDGAR 11/03/2026 - 04:54 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

XCF Global, Inc. reported that Chief Financial Officer and director Wray T. Thorn received a grant of 20,162,374 shares of restricted Class A Common Stock on October 30, 2026. The award was made under the company's 2025 Equity Incentive Plan pursuant to an Employment Agreement and a Restricted Stock Award Agreement dated October 30, 2026, and vests quarterly over four years. As of October 30, 2026, the report also lists indirect holdings associated with his roles: 11,414,653 shares as Manager of Focus Impact Partners, LLC; 3,306,944 shares as Partner of Focus Impact BHAC Sponsor, LLC; and 4,903,630 shares as Partner of Focus Impact Sponsor, LLC.

Insider Trade Summary

Grant/Award: 20,162,374 shares

Grant/Award 1 txn

Insider THORN WRAY T

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock F1	20,162,374	$0.00	$0.00
Holding	Class A Common Stock	--	--	--
Holding	Class A Common Stock	--	--	--
Holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 20,162,374 shares (Direct); Class A Common Stock — 11,414,653 shares (Indirect, Manager of Focus Impact Partners, LLC); Class A Common Stock — 3,306,944 shares (Indirect, Partner of Focus Impact BHAC Sponsor, LLC); Class A Common Stock — 4,903,630 shares (Indirect, Partner of Focus Impact Sponsor, LLC)

Footnotes (1)

1. F1. Shares of restricted Common Stock (Restricted Stock) were granted to the Reporting Person, pursuant to the terms of the Employment Agreement between the Company and Reporting Person and a Restricted Stock Award Agreement between the Company and the Reporting person, dated as of October 30, 2026. The Restricted Stock was granted under the Company's 2025 Equity Incentive Plan. The Restricted Stock vests quarterly over four years.

Key Figures

Restricted stock award: 20,162,374 shares Indirect Class A Common Stock holdings — Focus Impact Partners, LLC: 11,414,653 shares Indirect Class A Common Stock holdings — Focus Impact BHAC Sponsor, LLC: 3,306,944 shares +1 more

4 metrics

Restricted stock award 20,162,374 shares Awarded October 30, 2026; vests quarterly over four years.

Indirect Class A Common Stock holdings — Focus Impact Partners, LLC 11,414,653 shares Reported for Wray T. Thorn as Manager on October 30, 2026.

Indirect Class A Common Stock holdings — Focus Impact BHAC Sponsor, LLC 3,306,944 shares Reported for Wray T. Thorn as Partner on October 30, 2026.

Indirect Class A Common Stock holdings — Focus Impact Sponsor, LLC 4,903,630 shares Reported for Wray T. Thorn as Partner on October 30, 2026.

Key Terms

Restricted Stock, 2025 Equity Incentive Plan, Restricted Stock Award Agreement

3 terms

Restricted Stock financial

"Shares of restricted Common Stock (Restricted Stock)"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

2025 Equity Incentive Plan financial

"granted under the Company's 2025 Equity Incentive Plan"

Restricted Stock Award Agreement financial

"a Restricted Stock Award Agreement between the Company and Reporting Person"

A restricted stock award agreement is a legal contract that grants someone company shares that are subject to limits — for example, they may only become fully owned after working at the company for a set time, meeting performance goals, or otherwise satisfying conditions. For investors, these agreements matter because they shape insider incentives, future share dilution when restrictions lift, and company compensation costs; think of it like a gift locked in a box that opens only after certain conditions are met.

FAQ

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

How many SAFX shares did CFO Wray T. Thorn receive?

Wray T. Thorn received a grant of 20,162,374 restricted Class A Common Stock shares on October 30, 2026; they vest quarterly over four years.

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

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SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

THORN WRAY T

(Last) (First) (Middle)

3040 POST OAK BLVD. FLOOR 18 SUITE 164

(Street)

HOUSTON TEXAS 77056

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
XCF Global, Inc. [ SAFX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	10/30/2026		A		20,162,374(1)	A	$0	20,162,374	D
Class A Common Stock								11,414,653	I	Manager of Focus Impact Partners, LLC
Class A Common Stock								3,306,944	I	Partner of Focus Impact BHAC Sponsor, LLC
Class A Common Stock								4,903,630	I	Partner of Focus Impact Sponsor, LLC

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares of restricted Common Stock (Restricted Stock) were granted to the Reporting Person, pursuant to the terms of the Employment Agreement between the Company and Reporting Person and a Restricted Stock Award Agreement between the Company and the Reporting person, dated as of October 30, 2026. The Restricted Stock was granted under the Company's 2025 Equity Incentive Plan. The Restricted Stock vests quarterly over four years.

	/s/ Julio C. Esquivel as Attorney-In-Fact for Reporting Person	11/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)