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BCS

Current Report · Items 1.01, 9.01 · 8-K

XCF Global, Inc.

SAFXNASDAQEQUITYCurrent

Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement Amendment to Short-Term Notes Hollywood Horizons, Inc. On July 16, 2026, the Company entered into a Senior Secured 25% Original Issue Discount Promissory Note and Security Agreement (the “ Hollywood Note and Security Agreement ”) with Hollywood Horizons, Inc.…

Filed Sep 8, 2026Accepted Sep 8, 2026, 4:05 PM EDTCIK 2019793Accession 0001493152-26-041766
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Company context

XCF Global, Inc. (“XCF”) is a U.S.-based producer of renewable diesel and sustainable aviation fuel (“SAF”) focused on decarbonizing transportation while supporting domestic fuel supply and energy security. The Company’s flagship facility, New Rise Renewables Reno, has a permitted nameplate production capacity of up to 38 million gallons per year. XCF intends to advance a pipeline of potential expansion opportunities in Nevada, North Carolina and Florida and to build relationships across the energy and transportation sectors that it believes could support the scaling of renewable fuels production. Any such opportunities remain subject to, among other factors, feasibility assessments, financing, regulatory approvals and market conditions. XCF is listed on the Nasdaq Capital Market and trades under the symbol SAFX. To learn more, visit xcf.global

Current securities

Historical securities (1)

Recent company filings

  1. 4 filingNov 12, 2026
  2. 4 filingNov 3, 2026
  3. Other EventsNov 2, 2026
  4. 3/A filingOct 30, 2026
  5. DEF 14A filingOct 26, 2026

Registered securities in this filing

XCF GLOBAL, INC. · 8-K · Filed 2026-09-08

As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.

Class A Common Stock

Symbol
SAFX
Exchange
NASDAQ
Classification
COMMON
Status
Current
Filing context

Context: AsOf2026-09-04

Dimensions: Not supplied

Accession 000149315226041766 · 1 registered-security cover member

Read the exact SEC filing ↗

Disclosure sections

Items 1.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01 Entry into a Material Definitive Agreement Amendment to Short-Term Notes Hollywood Horizons, Inc. On July 16, 2026, the Company entered into a Senior Secured 25% Original Issue Discount Promissory Note and Security Agreement (the “ Hollywood Note and Security Agreement ”) with Hollywood Horizons, Inc. (“ Hollywood ”) pursuant to which the Company entered into a $400,000 senior secured loan with a 25% original issue discount, resulting in a purchase price of $300,000. The Company agreed to issue a non-refundable Commitment Fee of 500,000 shares pursuant to the Hollywood Note and Security Agreement. Abri Capital Limited On August 12, 2026, the Company entered into a Senior Secured 25% Original Issue Discount Promissory Note and Security Agreement (the “ Abri Note and Security Agreement ” and together, with the Hollywood Note and Security Agreement, the “ Agreements ”) with Abri Capital Limited (“ Abri ”) pursuant to which the Company entered into a $666,666 senior secured loan with a 25% original issue discount, resulting in a purchase price of $500,000. The Company agreed to issue a non-refundable Commitment Fee of 500,000 shares pursuant to the Abri Note and Security Agreement. The Abri Note and Security Agreement also provided, that upon the occurrence and during the continuance of any Event of Default under this Note, Abri shall have the absolute and unconditional right, exercisable at any time and from time to time in its sole discretion by written notice to the Company, to convert all or any portion of the then-outstanding principal amount, together with any accrued and unpaid interest and any other amounts then due and payable thereunder, into shares of the Company’s Common Stock at a conversion price of $0.10 per share (the “ Conversion Shares ”). Effective September 4, 2026, the Company entered into an Omnibus Amendment to Senior Secured Promissory Notes (the “ Omnibus Amendment ”), by and between the Company, Brown Stone Capital, Inc. (“ Brown Stone ”), Abri and Hollywood, to amend the Agreements to remove any and all obligations related to the authorization, reservation, issuance, registration, delivery, maintenance, top-up, transfer, sale or other treatment of the 5,000,000 Penalty of Default Shares. The Company and Abri additionally reduced the Conversion Shares in which Abri could elect to convert up to an aggregate of $66,666.70 of the outstanding principal of the Abri Note into up to 666,667 shares of the Company’s Common Stock at a conversion price of $0.10 per share. The Omnibus Amendment also (i) amended the Maturity Date; (ii) amended the Interest Payments; (iii) amended the Mandatory Pre-Payments from Revenue; and (iv) obligated the Company to pay Brown Stone an aggregate amendment arrangement fee of $150,000, consisting of (a) $100,000 in immediately available funds on the Effective Date as a condition to the effectiveness of the Omnibus Amendment and (b) $50,000 in immediately available funds concurrently with the final payment or other satisfaction in full of the notes. The fee is separate from, shall not reduce, and shall not be credited against any amount owing under the notes. The foregoing description of the Omnibus Amendment to Senior Secured Promissory Notes does not purport to be complete and is qualified in its entirety by the terms and conditions thereof, which is filed as Exhibit 10.1 to this Current Report on Form 8-K, and is incorporated into this Item 1.01 by reference. Amendment to Narrow Road Promissory Note. As previously disclosed, on May 1, 2025, XCF Global Capital, Inc., the Company’s predecessor, and Narrow Road Capital Ltd (“ Narrow Road ”) entered into a promissory note with a principal amount of $700,000 (the “ Narrow Road Promissory Note ”). The Company and Narrow Road entered into a Debt Conversion Agreement (the “ Conversion Agreement ”), effective September 4, 2026 (the “ Effective Date ”), which provides for the termination of the Narrow Road Promissory Note and converts the $840,000 (the “ Converted Amount ”) due under the Promissory Note into 3,500,000 shares of Common Stock at a conversion price (the “ Conversion Price ”) of $0.24 per share, in full satisfaction of all amounts, due, owing or outstanding under the Narrow Road Promissory Note, including all outstanding principal and accrued interest on the Narrow Road Promissory Note, as of the Effective Date. The foregoing description of the Conversion Agreement does not purport to be complete and is qualified in its entirety by the terms and conditions thereof, which is filed as Exhibit 10.2 to this Current Report on Form 8-K, and is incorporated into this Item 1.01 by reference.

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