Exascale Labs appoints Jake Carney as permanent CFO

Carney’s employment agreement provides a $6,000 monthly base salary and eligibility for benefit plans available to similarly situated employees, subject to plan terms.

Rhea-AI Filing Summary

Exascale Labs Holdings Inc. (XLAB) appointed Jake Carney as chief financial officer effective September 25, 2026, and Gildas Bonnier’s service as interim chief financial officer ended that day after the company completed its search for a permanent CFO. Bonnier’s departure was not the result of a disagreement with the company regarding its operations, policies or practices.

Carney, 38, has 15 years of experience across banking, investment advisory and fintech. His prior roles include chief financial officer of ARC Group Securities Acquisition I and Deal Flow Capital. Under an employment agreement effective September 25, 2026, he will receive a base salary of $6,000 per month and be eligible for employee benefit plans and programs generally available to similarly situated employees, subject to those plans’ terms.

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.

Key Figures

Monthly base salary: $6,000 per month Professional experience: 15 years Age: 38 years

3 metrics

Monthly base salary $6,000 per month Under Jake Carney’s employment agreement

Professional experience 15 years Across banking, investment advisory and fintech environments

Age 38 years Jake Carney

Key Terms

special purpose acquisition company, alternative credit, capital advisory

3 terms

special purpose acquisition company financial

"a Nasdaq-listed special purpose acquisition company"

A special purpose acquisition company (SPAC) is a company formed with the sole purpose of raising money through a public offering to buy or merge with an existing private business. It acts like a vehicle that allows private companies to go public more quickly and with less complexity. For investors, it offers an opportunity to invest early in a potential acquisition, though it also carries risks if the intended deal doesn’t materialize.

alternative credit financial

"small and medium-sized enterprises, alternative credit and private investments"

Alternative credit is lending and debt investment that comes from non‑traditional sources outside big banks and public bond markets, such as private loans, marketplace lending, and specialty finance. It matters to investors because it can offer higher returns and help diversify a portfolio, but typically carries greater credit risk, less transparency and liquidity—think of it as lending to a small business or neighbor instead of parking money in a savings account.

capital advisory financial

"Deal Flow Capital, a capital advisory firm"

FAQ

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

Who is the new CFO of XLAB?

Jake Carney became Exascale Labs Holdings Inc.’s chief financial officer effective September 25, 2026. He previously served as chief financial officer of ARC Group Securities Acquisition I and Deal Flow Capital.

What investment experience does Jake Carney have?

Carney served as investment director at Beehive Fintech, where he led investment opportunity origination and execution focused on small and medium-sized enterprises, alternative credit and private investments across the Gulf Cooperation Council region.

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

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Available on EDGAR 09/30/2026 - 04:59 PM Accepted by SEC EDGAR 09/30/2026 - 04:59 PM 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): September 25, 2026

EXASCALE LABS HOLDINGS INC.

(Exact name of registrant as specified in charter)

Delaware		000-0000001-43465		42-3035215
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

820 Gessner Road, Suite 332
Houston, TX 77024

(Address of principal executive offices) (Zip Code)

(650) 537-7553

(Registrant’s telephone number, including area code)

N/A

(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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A Common Stock, $0.0001 par value per share		XLAB		The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one Class A Common Stock at an exercise price of $11.50		XLABW		The Nasdaq Stock Market LLC

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.

Departure of Interim Chief Financial Officer

Effective September 25, 2026, Gildas Bonnier ceased serving as the Interim Chief Financial Officer of Exascale Labs Holdings Inc. (the “Company”).

As previously reported, Mr. Bonnier was appointed as the Company’s Interim Chief Financial Officer while the Company conducted a formal search process to identify and appoint a permanent Chief Financial Officer of the Company. The Company has completed that search process and, as described below, has appointed Jake Carney as the Company’s Chief Financial Officer, effective September 25, 2026. Accordingly, Mr. Bonnier’s interim service as Chief Financial Officer is no longer required.

Mr. Bonnier’s departure from the position of Interim Chief Financial Officer of the Company was not the result of any disagreement with the Company relating to the Company’s operations, policies or practices.

Appointment of Chief Financial Officer

Effective September 25, 2026, the board of directors of the Company appointed Jake Carney to serve as the Company’s Chief Financial Officer.

Jake Carney, 38, is an investment professional with 15 years of experience across banking, investment advisory and fintech environments. Mr. Carney has served as Chief Financial Officer of ARC Group Securities Acquisition I, a Nasdaq-listed special purpose acquisition company, and previously served as Chief Financial Officer of Deal Flow Capital, a capital advisory firm, from February 2026 to August 2026. From June 2025 to July 2026, Mr. Carney worked in in-house fundraising and consulting roles for several companies. From September 2022 to April 2025, Mr. Carney served as Managing Director at ARC Group Limited, where he established and led the company’s United Arab Emirates office. From December 2017 to August 2022, Mr. Carney served as Investment Director at Beehive Fintech, based in Dubai, United Arab Emirates, where he led the origination and execution of investment opportunities focused on small and medium-sized enterprises, alternative credit and private investments across the Gulf Cooperation Council (GCC) region. Mr. Carney earned a Bachelor of Science degree in Accounting and Finance from Dublin Institute of Technology in 2009 and was awarded the Professional Diploma in Financial Advice by the Institute of Banking in 2013.

In connection with his appointment, the Company entered into an employment agreement with Mr. Carney, effective as of September 25, 2026, pursuant to which Mr. Carney will receive a base salary of $6,000 per month, and will be eligible to participate in employee benefit plans and programs generally available to similarly situated employees, subject to the terms and conditions of such plans and programs.

There are no arrangements or understandings between Mr. Carney and any other person pursuant to which Mr. Carney was appointed as Chief Financial Officer of the Company. There are no family relationships between Mr. Carney and any director or executive officer of the Company. There are no current or proposed transactions in which Mr. Carney has or will have a direct or indirect material interest and in which the Company is or will be a participant that requires disclosure pursuant to Item 404 (a) of Regulation S-K.

1

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.

Dated: September 30, 2026	EXASCALE LABS HOLDINGS INC.
	By:	/s/ Hoansoo Lee
	Name:	Hoansoo Lee
	Title:	Chief Executive Officer

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Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 XBRL SCHEMA FILE 3.8 KB
• EX-101 XBRL DEFINITION FILE 26.2 KB
• EX-101 XBRL LABEL FILE 36.2 KB
• EX-101 XBRL PRESENTATION FILE 24.9 KB