secwatch / observer
8-K filed April 9, 2026, 7:59 PM ET ticker SAFX CIK 0002019793
other material confidence high sentiment negative materiality 0.80

XCF Global: Phillips 66 terminates offtake agreement; secures BGN term sheet for SAF tolling

XCF Global, Inc.

Machine-readable event card

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0002019793
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XCF Global, Inc.
filed_at
2026-04-09T23:59:59+00:00
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2026-05-14T18:02:33.390209+00:00
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https://www.sec.gov/Archives/edgar/data/2019793/000149315226015928/0001493152-26-015928-index.htm
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https://www.sec.gov/Archives/edgar/data/2019793/000149315226015928/form8-k.htm
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Source-grounded claims

8a2ccc93b1f0888c3988765fbac4d6f188b2cbb6

XCF Global, Inc. terminated Supply and Offtake Agreement with Phillips 66 Company (effective 2026-04-02).

On April 2, 2026, Phillips 66 Company (“ Phillips 66 ”) delivered formal notice (the “ Notice ”) to New Rise Renewables Reno, LLC (“ New Rise ”), a wholly owned subsidiary of the Company, of the termination of the Supply and Offtake Agreement, dated May 23, 2017 (as amended, the “ Agreement ”), between New Rise and Phillips 66.

SEC 8-K Item 1.01/1.02 confidence 0.9 SEC evidence

e2402bf8e09a82f0532e1d54dfd89de3203bee2b

XCF Global, Inc. entered into Term Sheet for a Renewable Fuel Tolling Agreement with BGN (effective 2026-04-09).

On April 9, 2026, XCF Global, Inc. (the “ Company ”) entered into a Term Sheet for a Renewable Fuel Tolling Agreement with BGN, an independent global energy and commodities group, pursuant to which it is anticipated that the Company will provide the following services to BGN both at its New Rise Reno facility and, potentially, a second, future XCF facility:

SEC 8-K Item 1.01/1.02 confidence 0.9 SEC evidence

Comparable filings

QMCO

Quantum raises $100M equity, converts all convertible notes to equity; Q4 revenue above guidance

QUANTUM CORP /DE/ June 2, 2026, 10:41 AM ET other_material Items 1.01, 2.02, 2.03, 3.02, 8.01, 9.01

same fact type: material_agreement same SEC item: 1.01, 8.01, 9.01 same event type: other_material similar materiality

This filing

On April 2, 2026, Phillips 66 Company (“ Phillips 66 ”) delivered formal notice (the “ Notice ”) to New Rise Renewables Reno, LLC (“ New Rise ”), a wholly owned subsidiary of the Company, of the termination of the Supply and Offtake Agreement, dated May 23, 2017 (as amended, the “ Agreement ”), between New Rise and Phillips 66.

Comparable filing

In connection with the Private Placement, the Company entered into Registration Rights Agreements with the Investors, dated as of June 1, 2026 (the “PIPE Registration Rights Agreement”), pursuant to which the Company has agreed to (i) prepare and file a registration statement with the Securities and Exchange Commission (the “SEC”) covering the resale of the Common Stock sold in the Private Placement within 45 days of the closing of the Private Placement, (ii) use commercially reasonable efforts to have such registration statement declared effective within the time period set forth in the PIPE Registration Rights Agreement, and to keep such registration statement effective until the date that all registrable securities covered by such registration statement (a) have been sold, thereunder or pursuant to Rule 144, or (b) may be sold without volume or manner-of-sale restrictions pursuant to Rule 144 and without the requirement for 1 the Company to be in compliance with the current public i

Filing page SEC filing

KRMN

Selling stockholders price upsized secondary offering of 14M shares at $61/share for ~$854M gross proceeds

Karman Holdings Inc. June 1, 2026, 5:28 PM ET other_material Items 1.01, 7.01, 8.01, 9.01

same fact type: material_agreement same SEC item: 1.01, 8.01, 9.01 same event type: other_material similar materiality

This filing

On April 2, 2026, Phillips 66 Company (“ Phillips 66 ”) delivered formal notice (the “ Notice ”) to New Rise Renewables Reno, LLC (“ New Rise ”), a wholly owned subsidiary of the Company, of the termination of the Supply and Offtake Agreement, dated May 23, 2017 (as amended, the “ Agreement ”), between New Rise and Phillips 66.

Comparable filing

On May 28, 2026, Karman Holdings Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with the persons named in Schedule II thereto (the “Selling Stockholders”) and Citigroup Global Markets Inc. and Evercore Group L.L.C., as the underwriters (the “Underwriters”), pursuant to which the Selling Stockholders agreed to sell 14,000,000 shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”) at a public offering price of $61.00 per share (the “Offering Price”), less underwriting discounts and commissions (the “Offering”).

Filing page SEC filing

DGAC

Disciplined Growth Acquisition Corp. closes $150M IPO on NYSE

DISCIPLINED GROWTH ACQUISITION Corp June 1, 2026, 4:15 PM ET other_material Items 1.01, 3.02, 5.02, 5.03, 8.01, 9.01

same fact type: material_agreement same SEC item: 1.01, 8.01, 9.01 same event type: other_material similar materiality

This filing

On April 2, 2026, Phillips 66 Company (“ Phillips 66 ”) delivered formal notice (the “ Notice ”) to New Rise Renewables Reno, LLC (“ New Rise ”), a wholly owned subsidiary of the Company, of the termination of the Supply and Offtake Agreement, dated May 23, 2017 (as amended, the “ Agreement ”), between New Rise and Phillips 66.

Comparable filing

A Share Rights Agreement, dated May 26, 2026, by and between the Company and Odyssey Transfer and Trust Company, as rights agent

Filing page SEC filing

SAGU

Shreya Acquisition Group closes $110M IPO, 11M units at $10 each on NYSE

Shreya Acquisition Group May 11, 2026, 7:59 PM ET other_material Items 1.01, 3.02, 5.02, 5.03, 8.01, 9.01

same fact type: material_agreement same SEC item: 1.01, 8.01, 9.01 same event type: other_material similar materiality

This filing

On April 2, 2026, Phillips 66 Company (“ Phillips 66 ”) delivered formal notice (the “ Notice ”) to New Rise Renewables Reno, LLC (“ New Rise ”), a wholly owned subsidiary of the Company, of the termination of the Supply and Offtake Agreement, dated May 23, 2017 (as amended, the “ Agreement ”), between New Rise and Phillips 66.

Comparable filing

Private Units Subscription Agreement, dated May 6, 2026, by and between the Company and the Sponsor, a copy of which is attached as Exhibit 10.4 and incorporated herein by reference

Filing page SEC filing

CLRB

Cellectar raises ~$35M via stock/warrant offering; reports positive 12-mo Phase 2b WM data

Cellectar Biosciences, Inc. May 8, 2026, 7:59 PM ET other_material Items 1.01, 3.02, 8.01, 9.01

same fact type: material_agreement same SEC item: 1.01, 8.01, 9.01 same event type: other_material similar materiality

This filing

On April 2, 2026, Phillips 66 Company (“ Phillips 66 ”) delivered formal notice (the “ Notice ”) to New Rise Renewables Reno, LLC (“ New Rise ”), a wholly owned subsidiary of the Company, of the termination of the Supply and Offtake Agreement, dated May 23, 2017 (as amended, the “ Agreement ”), between New Rise and Phillips 66.

Comparable filing

pursuant to an additional securities purchase agreement with certain members of the executive management team of the Company (the “Management Purchase Agreement”

Filing page SEC filing

ETR

Entergy sells 19.2M shares via forward sale at $110.74, raising ~$2.13B

ENTERGY CORP /DE/ May 7, 2026, 7:59 PM ET other_material Items 1.01, 8.01, 9.01

same fact type: material_agreement same SEC item: 1.01, 8.01, 9.01 same event type: other_material similar materiality

This filing

On April 2, 2026, Phillips 66 Company (“ Phillips 66 ”) delivered formal notice (the “ Notice ”) to New Rise Renewables Reno, LLC (“ New Rise ”), a wholly owned subsidiary of the Company, of the termination of the Supply and Offtake Agreement, dated May 23, 2017 (as amended, the “ Agreement ”), between New Rise and Phillips 66.

Comparable filing

In connection with the Forward Sale Agreements, the Company entered into an Underwriting Agreement (the “Underwriting Agreement”) with Wells Fargo Securities, LLC, Citigroup Global Markets Inc., Barclays Capital Inc. and Scotia Capital (USA) Inc., as the representatives of the underwriters named therein (the “Underwriters”), and Wells Fargo Securities, LLC, Citigroup Global Markets Inc., Barclays Capital Inc. and Scotia Capital (USA) Inc. as forward sellers (the “Forward Sellers”), pursuant to which the Forward Sellers sold to the Underwriters an aggregate of 19,247,788 shares of Common Stock.

Filing page SEC filing

USAR

USA Rare Earth selects South Carolina for $1.2B magnet facility; 490 jobs, 6,400 tpa capacity

USA Rare Earth, Inc. June 2, 2026, 9:14 AM ET other_material Items 1.01, 2.03, 7.01, 9.01

same fact type: material_agreement same SEC item: 1.01, 9.01 same event type: other_material similar materiality

This filing

On April 2, 2026, Phillips 66 Company (“ Phillips 66 ”) delivered formal notice (the “ Notice ”) to New Rise Renewables Reno, LLC (“ New Rise ”), a wholly owned subsidiary of the Company, of the termination of the Supply and Offtake Agreement, dated May 23, 2017 (as amended, the “ Agreement ”), between New Rise and Phillips 66.

Comparable filing

On June 1, 2026, USA Rare Earth, Inc. (the “Company”) entered into a Lease Agreement (the “Lease”) with TC Liberty Development, LLC, a Delaware limited liability company (“Landlord”), for the lease of a to-be-constructed specialty rare earth magnet manufacturing facility located on Bear Den Road in Blacksburg, Cherokee County, South Carolina (the “Premises”).

Filing page SEC filing

FLY

Firefly Aerospace prices secondary offering of 12M shares at $48.00 per share

Firefly Aerospace Inc. June 2, 2026, 6:21 AM ET other_material Items 1.01, 9.01

same fact type: material_agreement same SEC item: 1.01, 9.01 same event type: other_material similar materiality

This filing

On April 2, 2026, Phillips 66 Company (“ Phillips 66 ”) delivered formal notice (the “ Notice ”) to New Rise Renewables Reno, LLC (“ New Rise ”), a wholly owned subsidiary of the Company, of the termination of the Supply and Offtake Agreement, dated May 23, 2017 (as amended, the “ Agreement ”), between New Rise and Phillips 66.

Comparable filing

On May 28, 2026, in connection with the pricing of the Offering, the Company entered into an underwriting agreement (the "Underwriting Agreement") with Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Jefferies LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters listed on Schedule I thereto

Filing page SEC filing

Source: SEC EDGAR
accession 0001493152-26-015928

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.