XCF Global Inc-A 2026年季度报告

FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2026 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-42687 XCF Global, Inc.(Exact name of registrant as specified in its charter) 3040 Post Oak Blvd, FL 18 Suite 164Houston, TX 77056(346) 630-4724(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices) (Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: Class A Common Stock, par value $0.0001 pershare Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filerNon-accelerated filer ☐Accelerated filer☒Smaller reporting companyEmerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☒ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ As of August 14, 2026, there were 410,816,896 outstanding shares of the registrant’s common stock, par value $0.0001 per share. CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This report, along with other documents that are publicly disseminated by us, contains or might contain forward-lookingstatements within the meaning of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements included inthis report and in any subsequent filings made by us with the Securities and Exchange Commission (the “SEC”) other than statementsof historical fact, that address activities, events or developments that we or our management expect, believe or anticipate will or mayoccur in the future are forward-looking statements. These statements represent our reasonable judgment on the future based on variousfactors and using numerous assumptions and are subject to known and unknown risks, uncertainties and other factors that could causeour actual results and financial position to differ materially. We claim the protection of the safe harbor for forward-looking statementsprovided in the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the“Securities Act”) and Section 21E of the Exchange Act. Examples of forward-looking statements include: (i) statements regarding theCompany’s expectations with respect to future performance and anticipated financial impacts of the recently completed BusinessCombination we completed in 2025, as well as the future performance and anticipated financial impacts of the proposed tri-partymerger with DevvStream Corp. and Southern Energy Renewables, Inc., (ii) projections of revenue, earnings, capital structure and otherfinancial items, (iii) statements of our plans and objectives, (iv) statements of expected future economic performance, (iv) statementregarding the termination and ultimate resolution of the P66 Agreement, and (v) assumptions underlying statements regarding us orour business. Forward-looking statements can be identified by, among other things, the use of forward-looking language, such as“believes,” “expects,” “estimates,” “may,” “will,” “should,” “could,” “seeks,” “plans,” “intends,” “anticipates” “outlook,” “continues,”“approximately,” “predicts,” “estimates,” “projects,” or “scheduled to” or the negatives of those terms, or other variations of thoseterms or comparable language, or by discussions of strategy or other intentions. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause the actualresults to differ materially from those contemplated by the statements. The forward-looking information is based on various fa