CleanCore Solutions (NYSE: ZONE) details 2025 director elections and auditor ratification

Rhea-AI Filing Summary

CleanCore Solutions, Inc. reported the results of its 2025 annual stockholder meeting held on December 17, 2025. A total of 73,585,935 shares were represented in person or by proxy, which was 36.56% of the common stock outstanding as of the October 27, 2025 record date, allowing the meeting to reach a quorum.

Stockholders elected five directors — Clayton Adams, David Enholm, Alexander Benjamin Spiro, Peter Frei, and Tim Stebbing — to serve until the next annual meeting. Each director nominee received over 70 million votes “for,” with a smaller number of votes withheld and broker non-votes recorded.

Stockholders also ratified the appointment of TAAD, LLP as the independent registered public accounting firm for the fiscal year ending June 30, 2026, with 71,296,805 votes for, 288,988 against, and 2,000,142 abstentions. These results confirm stockholder support for the company’s current board and auditor.

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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): December 19, 2025 (December 17, 2025)

CLEANCORE SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

Nevada		001-42033		88-4042082
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

5920 S. 118th Circle, Omaha, NE		68137
(Address of principal executive offices)		(Zip Code)

(877) 860-3030

(Registrant’s telephone number, including area code)

(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
Common Stock, par value $0.0001 per share		ZONE		NYSE American LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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 5.07 Submission of Matters to a Vote of Security Holders.

On December 17, 2025, CleanCore Solutions, Inc. (the “Company”) held its 2025 annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, a total of 73,585,935 shares of the Company’s common stock were represented in person or by valid proxies, which represented 36.56% of the common stock outstanding as of the record date, October 27, 2025, constituting a quorum.

Stockholders voted on two proposals at the Annual Meeting. The proposals are described in detail in the Company’s definitive proxy statement, dated October 28, 2025, the relevant portions of which are incorporated herein by reference. The final results for the votes regarding each proposal are set forth below.

Proposal 1: The Company’s stockholders elected five directors to the Board of Directors of the Company to serve until the next annual meeting of stockholders. The votes regarding this proposal were as follows:

		Votes For				Votes Withheld				Broker Non-Votes
Clayton Adams			70,267,443				2,308,944				1,009,548
David Enholm			70,057,878				2,518,509				1,009,548
Alexander Benjamin Spiro			70,273,072				2,303,315				1,009,548
Peter Frei			70,073,656				2,502,731				1,009,548
Tim Stebbing			70,260,387				2,316,000				1,009,548

Proposal 2: The Company’s stockholders ratified the appointment of TAAD, LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2026. The votes regarding this proposal were as follows:

Votes For		Votes Against		Abstentions		Broker Non-Votes
71,296,805		288,988		2,000,142		0

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.

Date: December 19, 2025	CLEANCORE SOLUTIONS, INC.
	/s/ Clayton Adams
	Name:	Clayton Adams
	Title:	Chief Executive Officer

2

FAQ

What did CleanCore Solutions (ZONE) disclose about its 2025 annual meeting?

CleanCore Solutions, Inc. disclosed the voting results of its 2025 annual meeting of stockholders held on December 17, 2025. Stockholders voted on electing directors to the board and ratifying the company’s independent registered public accounting firm for the fiscal year ending June 30, 2026.

How many CleanCore Solutions (ZONE) shares were represented at the 2025 annual meeting?

A total of 73,585,935 shares of CleanCore Solutions’ common stock were represented in person or by valid proxies at the 2025 annual meeting, representing 36.56% of the common stock outstanding as of the October 27, 2025 record date, which constituted a quorum.

Which directors were elected to the CleanCore Solutions (ZONE) board at the 2025 annual meeting?

Stockholders elected five directors to serve until the next annual meeting: Clayton Adams, David Enholm, Alexander Benjamin Spiro, Peter Frei, and Tim Stebbing. Each nominee received more than 70 million votes “for,” with additional votes withheld and broker non-votes recorded.

Was the auditor for CleanCore Solutions (ZONE) ratified for the fiscal year ending June 30, 2026?

Yes. Stockholders ratified the appointment of TAAD, LLP as CleanCore Solutions’ independent registered public accounting firm for the fiscal year ending June 30, 2026, with 71,296,805 votes for, 288,988 votes against, and 2,000,142 abstentions, and no broker non-votes.

What percentage of outstanding shares formed the quorum at the CleanCore Solutions (ZONE) 2025 annual meeting?

The quorum at the 2025 annual meeting was formed by 73,585,935 shares, which represented 36.56% of CleanCore Solutions’ common stock outstanding as of the October 27, 2025 record date.

What proposals did CleanCore Solutions (ZONE) stockholders vote on at the 2025 annual meeting?

Stockholders voted on two proposals: (1) electing five directors to the board to serve until the next annual meeting, and (2) ratifying the appointment of TAAD, LLP as the independent registered public accounting firm for the fiscal year ending June 30, 2026.