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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) July 6, 2026
WASTE
ENERGY CORP.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
000-55049 |
|
27-3098487 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
3250
Oakland Hills Court, Fairfield, CA 94534
(Address
of principal executive offices and Zip Code)
Registrant’s
telephone number, including area code: 424.570.9446
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:
| ☐ |
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)) |
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Nil |
|
N/A |
|
N/A |
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.
On
June 30th, Braden Glasbergen resigned as the Company’s Chief Financial Officer, Treasurer and Secretary, effective
immediately, for personal reasons. Mr. Glasbergen’s resignation was not the result of any disagreement with the Company on any
matter relating to the Company’s operations, policies or practices requiring disclosure under applicable securities laws.
Effective
July 1, 2026, the Board of Directors appointed Scott Gallagher to serve as Interim Chief Financial Officer and W. Scott McBride to serve
as Interim Treasurer and Secretary.
Scott
Gallagher (age 59). Mr. Gallagher has served as the Company’s President since 2022 and as Chairman and Chief Executive
Officer since 2024. He has previously served as chief financial officer of other publicly traded companies and is experienced in public
company disclosure and reporting requirements. Mr. Gallagher will receive no additional compensation in connection with his appointment
as Interim Chief Financial Officer. There are no family relationships between Mr. Gallagher and any director or executive officer of
the Company, no transactions involving Mr. Gallagher requiring disclosure under Item 404(a) of Regulation S-K, and no arrangements or
understandings between Mr. Gallagher and any other person pursuant to which he was appointed to this position.
W.
Scott McBride (age 54). Mr. McBride has served as a director of the Company since 2024. He holds a Master’s degree and
has previously served in the capacity of secretary and/or treasurer for other organizations. Mr. McBride will receive no additional compensation
in connection with his appointment as Interim Treasurer and Secretary. Mr. McBride’s daughter, Marley McBride, provides research
and development consulting services to the Company. There are no other arrangements or understandings between Mr. McBride and any other
person pursuant to which he was appointed to this position.
Item
9.01 Financial Statements and Exhibits.
Not
applicable.
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.
| WASTE
ENERGY CORP |
|
| |
|
| /s/ Scott Gallagher |
|
| Scott Gallagher |
|
| Chairman, President and Chief Executive Officer |
|
| July 6,
2026 |
|