CO2 Energy Transition Corp. 8-K

What Happened
CO2 Energy Transition Corp. (NOEM) filed an 8-K reporting that President and CEO Brady Rodgers resigned his executive roles and his board seat on July 27, 2026. The company stated his resignation was not due to any disagreement with the Registrant’s operations, policies or practices. Effective July 29, 2026, the Board elected Chairman Charles Fox to serve as President and Chief Executive Officer; Fox will continue as Chairman. The Board also appointed Andrew J. Martin to the Board effective July 29, 2026, with his term expiring at the next annual meeting of stockholders.

Key Details

• Brady Rodgers resigned as President, CEO and director on July 27, 2026; resignation not due to any disagreement with company operations.
• Charles Fox was elected President & CEO effective July 29, 2026 and will remain Chairman. He is CEO and co‑founder of Windy Cove Energy II and Pure Earth Plasma Holdings, and previously led Windy Cove Energy (2014–2016) and served as VP of operations & engineering at Kinder Morgan CO2 Company (2000–2013). He holds an M.S. (Stanford) and B.S. (Rice) and is a registered PE in Texas and New Mexico.
• Andrew J. Martin was appointed to the Board effective July 29, 2026; he is Founder & Managing Partner of Challenge Group International, LLC and President of CO2 Energy Transition, LLC (the sponsor group).
• The filing states there are no transactions with Mr. Fox or Mr. Martin that must be disclosed under Item 404(a) of Regulation S‑K.

Why It Matters
A CEO change is a material leadership development for investors: the company moved to internal continuity by elevating its existing Chairman, Charles Fox, who brings industry experience in CO2 operations, carbon storage and ties to sponsor-related entities. The appointment of Andrew Martin, who leads the sponsor group, adds sponsor representation on the board. Investors should note the filing’s confirmation that the resignation was not due to a disagreement and that no Item 404(a) reportable transactions were identified; monitor future filings for any employment agreements, compensation disclosures, or strategic updates under the new CEO.