---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-26-066054"
form_type: "8-K"
ticker: "ZONE"
cik: "0001956741"
company_name: "CleanCore Solutions, Inc."
filed_at: "2026-06-08T12:34:01+00:00"
generated_at: "2026-06-08T12:35:18.846664+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# CleanCore signs $750M ATM with Cantor and Curvature; terminates prior ATM with Maxim for $1.5M in fees

## Summary
- New Sales Agreement with Cantor & Co. and Curvature Securities LLC for up to $750M of common stock in at-the-market offerings.
- Prior ATM with Maxim Group and Curvature terminated; Company pays Maxim $1M and Curvature $500K in termination fees.
- Exercise price of Maxim's 3,150,008 warrants cut from $1.33 to $0.90; Curvature's 2,100,005 warrants cut from $1.33 to $1.18.
- Curvature granted 0.20% fee on future ATM sales for 2 years and right of first refusal on any PIPE during that period.
- Net proceeds to fund AI critical infrastructure development, including site acquisition, power procurement, and construction.

## SEC filing metadata
- accession: 0001213900-26-066054
- form_type: 8-K
- ticker: ZONE
- cik: 0001956741
- company_name: CleanCore Solutions, Inc.
- filed_at: 2026-06-08T12:34:01+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 1.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1956741/000121390026066054/0001213900-26-066054-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1956741/000121390026066054/ea029387401-8k_cleancore.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-26-066054
- JSON: https://secwatch.observer/filing/0001213900-26-066054.json
- Plain text: https://secwatch.observer/filing/0001213900-26-066054.txt

## Key facts
- Material Agreements
  CleanCore Solutions, Inc. entered into Controlled Equity Offering SM Sales Agreement with Cantor Fitzgerald & Co. and Curvature Securities LLC valued at up to an aggregate of $750,000,000 (effective 2026-06-08).
  - Action: entry
  - Agreement: atm program
  - Counterparty: Cantor Fitzgerald & Co. and Curvature Securities LLC
  - Value: up to an aggregate of $750,000,000
  - Effective: 2026-06-08
  source text: On June 8, 2026, CleanCore Solutions, Inc. (the “Company”) entered into a Controlled Equity Offering SM Sales Agreement (the “Sales Agreement”) with Cantor Fitzgerald & Co. (“Cantor”) and Curvature Securities LLC (“Curvature” and, together with Cantor, the “Agents”), pursuant to which the Company may offer and sell from time to time, through or to the Agents, up to an aggregate of $750,000,000 of the Company’s common stock
  evidence_url: https://www.sec.gov/Archives/edgar/data/1956741/000121390026066054/0001213900-26-066054-index.htm
- Material Agreements
  CleanCore Solutions, Inc. terminated Amended and Restated Sales Agreement with Maxim Group LLC and Curvature Securities LLC (effective 2026-06-03).
  - Action: termination
  - Agreement: atm program
  - Counterparty: Maxim Group LLC and Curvature Securities LLC
  - Effective: 2026-06-03
  source text: In connection with the entry into the Sales Agreement, effective as of June 3, 2026, the Company terminated that certain Amended and Restated Sales Agreement, dated August 29, 2025, between the Company, Maxim Group LLC (“Maxim”) and Curvature (the “Prior ATM Agreement”), pursuant to a termination letter entered into by the Company, Maxim and Curvature (the “Termination Letter”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1956741/000121390026066054/0001213900-26-066054-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.