XCF Global, Inc. 8-K

What Happened
XCF Global, Inc. (filed 8-K on 2026-06-17) announced it has terminated the Purchase Agreement dated May 30, 2025 among the Company, Helena Global Investment Opportunities I LTD (the Investor), and Focus Impact Bh3 Newco, Inc. Under the terminated agreement the Company had the right to issue up to $50,000,000 of common stock to Helena. Approximately 55,000,000 shares of common stock that had been reserved for issuance under that agreement are no longer reserved.

Key Details

• Agreement date: May 30, 2025; 8-K filing date: June 17, 2026.
• Facility size: up to $50,000,000 of common stock purchases.
• Reserved shares released: ~55,000,000 common shares no longer reserved for Helena.
• Pricing under the terminated agreement (when active) used the lowest intraday sale price for the common shares during the three trading days commencing on the date Helena received the shares.

Why It Matters
Termination removes a potential source of future share issuance tied to Helena, reducing near-term potential dilution and related market overhang (including possible shorting pressure) tied to that facility. The company did not announce replacement financing; it stated it retains flexibility to pursue other financing alternatives. Investors should note there is no cash infusion from this action and any future financing would be on terms the company negotiates going forward.