{"schema_version":"secwatch.filing_event.v1","accession":"0001079973-26-001329","form_type":"8-K","ticker":"AMFN","cik":"0000096664","company_name":"American Fusion, Inc.","filed_at":"2026-10-06T21:28:07+00:00","discovered_at":"2026-10-06T21:30:00.293404+00:00","generated_at":"2026-10-12T16:06:22.001319+00:00","sec_items":["1.01","3.02","3.03","5.03","4.01","9.01"],"event_type":"other_material","sentiment":"negative","materiality_score":0.75,"calibrated_materiality_score":0.75,"confidence":"high","headline":"American Fusion auditor JV CPA resigns Oct 1; Series C preferred issued to 12 insiders for $2.88M compensation","bullets":["JV CPA resigned as independent auditor effective Oct 1, 2026, covering the Q3 2026 review and FY2026 audit; prior FY2025/FY2024 opinions cited substantial doubt about going concern.","Company is engaging MBP Global LLP as successor auditor; client acceptance and countersignature of the engagement letter were still pending as of the Oct 6, 2026 report.","12 officers, directors, consultants and advisors swapped $240,000 each of stock-based pay rights ($2.88M total) for 24,000 Series C preferred shares each — up to 288,000 shares, no cash.","Certificate of Designation filed Oct 2, 2026 for 500,000 Series C preferred shares ($0.001 par); converts 1:1 to common with 30%-per-quarter leak-out and a 4.99% voting cap.","Series C ranks senior to common on dividends/liquidation; company may repurchase shares for cash at 125% of face value ($12.50/share) until exchange listing or nine months after issue."],"urls":{"canonical":"https://secwatch.observer/filing/0001079973-26-001329","json":"https://secwatch.observer/filing/0001079973-26-001329.json","markdown":"https://secwatch.observer/filing/0001079973-26-001329.md","text":"https://secwatch.observer/filing/0001079973-26-001329.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/96664/000107997326001329/0001079973-26-001329-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/96664/000107997326001329/amfn_8k.htm"},"model":{"generated_by":"deepseek-v4.1-flash:cloud@v2","generated_at":"2026-10-12T16:06:22.001319+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}