XCF Global raises $4M via private placement, nears production restart at Reno facility

XCF Global, Inc.

Issued 26,666,680 shares at $0.15 each for total gross proceeds of $4,000,002 to two accredited investors.
Investors include Brown Stone Capital Ltd. (13,333,340 shares) and EEME Energy SPV I, LLC (13,333,340 shares).
New Rise Renewables Reno facility upgrades nearly complete; production restart expected in early June 2026.
Shares issued under Section 4(a)(2) and Regulation D Rule 506(b); resale registration to be filed with SEC.

Key facts

Extracted from this filing and checked against the source text.

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.95

XCF Global, Inc. issued 13,333,340 shares of common stock to Brown Stone Capital Ltd. for aggregate gross proceeds of approximately $2 million at a price per share of $0.15.

Security: common stock
Shares: 13,333,340 shares
Purchaser: Brown Stone Capital Ltd.
Consideration: aggregate gross proceeds of approximately $2 million at a price per share of $0.15

Exact text from the filing

On May 22, 2026, XCF Global, Inc. (the “ Company ”), entered into a securities purchase agreement (the “ Brown Stone Agreement ”) with Brown Stone Capital Ltd. (“ Brown Stone ”), pursuant to which the Company agreed to issue 13,333,340 shares (the “ Brown Stone Shares ”) of its Class A common stock, par value $0.0001 (“ Common Stock ”) for aggregate gross proceeds of approximately $2 million at a price per share of $0.15.

View on SEC.gov

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.95

XCF Global, Inc. issued 13,333,340 shares of common stock to EEME Energy SPV I, LLC for aggregate gross proceeds of approximately $2 million at a price per share of $0.15.

Security: common stock
Shares: 13,333,340 shares
Purchaser: EEME Energy SPV I, LLC
Consideration: aggregate gross proceeds of approximately $2 million at a price per share of $0.15

Exact text from the filing

On May 25, 2026, the Company entered into a securities purchase agreement (the “ EEME Agreement ”) with EEME Energy SPV I, LLC (“ EEME ”), pursuant to which the Company agreed to issue 13,333,340 shares (the “ EEME Shares ” and together, with the Brown Stone Shares, the “ Shares ”) of its Common Stock for aggregate gross proceeds of approximately $2 million at a price per share of $0.15.

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.98

XCF Global, Inc. entered into Brown Stone Agreement with Brown Stone Capital Ltd. valued at 13,333,340 shares of Class A common stock for aggregate gross proceeds of $2 million at $0.15 per sh (effective 2026-05-22).

Action: entry
Agreement: equity purchase
Counterparty: Brown Stone Capital Ltd.
Value: 13,333,340 shares of Class A common stock for aggregate gross proceeds of $2 million at $0.15 per sh
Effective: 2026-05-22

Exact text from the filing

On May 22, 2026, XCF Global, Inc. (the “ Company ”), entered into a securities purchase agreement (the “ Brown Stone Agreement ”) with Brown Stone Capital Ltd. (“ Brown Stone ”), pursuant to which the Company agreed to issue 13,333,340 shares (the “ Brown Stone Shares ”) of its Class A common stock, par value $0.0001 (“ Common Stock ”) for aggregate gross proceeds of approximately $2 million at a price per share of $0.15.

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.98

XCF Global, Inc. entered into EEME Agreement with EEME Energy SPV I, LLC valued at 13,333,340 shares of Class A common stock for aggregate gross proceeds of $2 million at $0.15 per sh (effective 2026-05-25).

Action: entry
Agreement: equity purchase
Counterparty: EEME Energy SPV I, LLC
Value: 13,333,340 shares of Class A common stock for aggregate gross proceeds of $2 million at $0.15 per sh
Effective: 2026-05-25

Exact text from the filing

On May 25, 2026, the Company entered into a securities purchase agreement (the “ EEME Agreement ”) with EEME Energy SPV I, LLC (“ EEME ”), pursuant to which the Company agreed to issue 13,333,340 shares (the “ EEME Shares ” and together, with the Brown Stone Shares, the “ Shares ”) of its Common Stock for aggregate gross proceeds of approximately $2 million at a price per share of $0.15.

View on SEC.gov

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XCF Global, Inc. filing history →

Source: SEC EDGAR

accession 0001493152-26-025723

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