XCF Global settles $16.7M debt with Encore DEC via 37M share issuance at $0.451/share

XCF Global, Inc.

$16.7M accounts payable and property liens settled by issuing 37,033,386 Class A shares at $0.451/share.
Encore DEC is 100% owned by majority shareholder Randy Soule; transaction is a related-party settlement.
Issuance increases Soule's beneficial ownership to approximately 30.56% of outstanding Class A common stock.
Debt and liens fully discharged upon share issuance; no further amounts owed.
CEO Chris Cooper states agreement improves balance sheet and demonstrates key stakeholder confidence.

item 1.01 item 2.03 item 3.02 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

XCF Global, Inc. entered into Encore Agreement payable acknowledgement and settlement agreement with Encore DEC, LLC valued at $16,700,000 debt settled via 37,033,386 shares of Class A Common Stock at $0.451 per share (effective 2026-05-06).

Action: entry
Agreement: settlement
Counterparty: Encore DEC, LLC
Value: $16,700,000 debt settled via 37,033,386 shares of Class A Common Stock at $0.451 per share
Effective: 2026-05-06

Exact text from the filing

On May 6, 2026, the Company, New Rise Renewables Reno, LLC (“ New Rise Reno ”), a subsidiary of the Company, and Encore DEC, LLC (“ Encore ”) entered into a payable acknowledgement and settlement agreement (the “ Encore Agreement ”), pursuant to which approximately $16.7 million of outstanding accounts payable due to Encore DEC will be settled through the issuance of 37,033,386 shares of the Company’s Class A Common Stock

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Source: SEC EDGAR

accession 0001493152-26-022526

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