424B3 1 form424b3.htm 424B3

Filed pursuant to Rule 424(b)(3) and Rule 424(c)

Registration No. 333-291020

PROSPECTUS SUPPLEMENT NO. 6

(to Prospectus dated December 2, 2025)

XCF Global, Inc.

Up to 72,463,768 Shares of Class A Common Stock

This prospectus supplement supplements the prospectus dated December 2, 2025, (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-291020). This prospectus supplement is being filed to update and supplement the information in the Prospectus with the information contained in our Form 8-K, filed with the Securities and Exchange Commission (the “SEC”) on March 23, 2026 (the “Form 8-K”). Accordingly, we have attached the Form 8-K to this prospectus supplement. This prospectus supplement should be read in conjunction with the Prospectus, which is to be delivered with this prospectus supplement, and is qualified by reference thereto, except to the extent that the information in this prospectus supplement updates or supersedes the information contained in the Prospectus.

Our common stock is listed on The Nasdaq Stock Market under the symbol “SAFX.” On March 23, 2026, the last reported sale price of our common stock was $0.34 per share. You are urged to obtain current market data and should not use the market price as of March 23, 2026, as a prediction of the future market price of our common stock.

We are an “emerging growth company” and a “smaller reporting company,” as those terms are defined under the federal securities laws, and as such, have elected to comply with certain reduced public company reporting requirements for the registration statement of which this prospectus forms a part and future filings. See “Prospectus Summary – Implications of Being an Emerging Growth Company and Smaller Reporting Company” in the Prospectus.

Investing in our securities involves significant risk. You should carefully read and consider the information referred to under “Risk Factors” beginning on page 11 of the Prospectus and under similar headings in any amendments or supplements to the Prospectus for a discussion of certain risks that you should consider in connection with an investment in our securities.

We may amend or supplement this prospectus from time to time by filing amendments or supplements with the SEC. We urge you to read the entire prospectus, any such amendments or supplements, any free writing prospectuses we may file with the SEC, and any documents incorporated by reference into this prospectus or any prospectus supplement carefully before you make your investment decision.

Neither the SEC nor any state securities commission has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense.

The date of this prospectus supplement is March 24, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or Section 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 23, 2026

XCF GLOBAL, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-42687

33-4582264

(State or other jurisdiction of

incorporation or organization)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

2500 City West Blvd

Suite 150-138

Houston, TX

(Address of principal executive offices)

77042

(Zip Code)

(346) 630-4724

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A Common Stock, par value $0.0001 per share		SAFX		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure.

On March 23, 2026, XCF Global, Inc. (the “Company”) issued a press release providing highlights from the presentation made by the Company’s Chief Executive Officer, Christopher Cooper, at the Advanced Biofuels Leadership Conference (ABLC2026) in Washington, D.C. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Also on March 23, 2026, the Company issued a press release relating to the current conflict in the Middle East. The press release noted the Company’s position as a U.S. based sustainable aviation fuel (SAF) producer and that SAF prices reached an all-time high as global jet fuel markets tightened due to disruptions in the Strait of Hormuz. The press release is furnished as Exhibit 99.2 to this Current Report on Form 8-K.

The information contained in Item 7.01 of this Current Report on Form 8-K, including the information contained in Exhibit 99.1 and Exhibit 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of such section, and such information shall not be incorporated by reference into any filing under the Exchange Act or the Securities Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.		Description

99.1		Press Release, dated as of March 23, 2026
99.2		Press Release, dated as of March 23, 2026
104		Cover page Interactive Data File (embedded in the cover page formatted in Inline XBRL)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: March 23, 2026
	XCF GLOBAL, INC.

	By:	/s/ Christopher Cooper
	Name:	Christopher Cooper
	Title:	Chief Executive Officer

Exhibit 99.1

XCF Global CEO Highlights Renewable Energy Security as Cornerstone of Scaling Sustainable Aviation Fuel at Advanced Bioeconomy Leadership Conference, ABLC2026

Houston, TX – March 23, 2026 - XCF Global, Inc. (“XCF”) (Nasdaq: SAFX) a leading innovator in decarbonizing the aviationindustry through Sustainable Aviation Fuel (“SAF”) today shared key takeaways from CEO, Chris Cooper’s presentation at the Advanced Biofuels Leadership Conference (ABLC2026) in Washington, D.C earlier this week. In his remarks, Cooper underscored renewable energy security as one important factor shaping the future of aviation decarbonization, positioning SAF as both an emissions reduction solution and a strategic national priority.

Renewable Energy Security

Cooper highlighted XCF Global’ s use of U.S. waste-based feedstocks, noting that domestic sourcing strengthens national energy resilience and reduces exposure to volatile global supply chains. The company’s strategy emphasizes supporting domestic supply chains and domestic production enhancing renewable energy security.

Modular, Scalable, and Replicable Infrastructure

XCF’s modular, scalable facility is designed to enable faster deployment, efficient replication across U.S. regions, and production capacity that grows with domestic demand without overbuilding.

Strategic Logistics Enhance Reliability

We believe the company’s logistics advantages, including proximity to major aviation markets and access to on-site rail and trucking infrastructure, can improve reliability and efficiency while minimizing transport emissions.

Immediate Deployability of SAF Strengthens Energy Stability

We believe SAF is fully compatible with existing aircraft, engines, and airport infrastructure, with the goal of enabling immediate improvements in energy stability and emissions performance without waiting for long-term technology transitions.

Following the discussion of SAF’s immediate compatibility with existing aircraft and XCF Global’ s strategy to scale domestic, waste-based feedstocks and modular production capacity, CEO Chris Cooper highlighted SAF’s unique multi-value role in the aviation energy transition. He emphasized that sustainable aviation fuel not only serves as a drop-in propulsion solution but also has the capacity to deliver emissions reductions and strengthen long-term U.S. renewable energy security.

“Sustainable aviation fuel delivers more than propulsion; we believe it can deliver emissions reductions and strengthens renewable energy security. By using U.S. waste-based feedstocks and deploying modular, scalable facilities close to major aviation markets, we are striving to build a domestic SAF system that is reliable, repeatable, and ready now. This is how we hope to provide airlines with a drop-in solution that reduces emissions and fuels flights today while reinforcing the nation’s long-term energy resilience.” Chris Cooper, CEO of XCF Global

About XCF Global, Inc.

XCF Global, Inc. (“XCF”) is an emerging sustainable aviation fuel company dedicated to accelerating the aviation industry’s transition to net-zero emissions. Our flagship facility, New Rise Renewables Reno, has a permitted nameplate production capacity of 38 million gallons per year, positioning XCF as an early mover among large-scale SAF producers in North America. XCF is working to advance a pipeline of potential expansion opportunities in Nevada, North Carolina, and Florida, and to build partnerships across the energy and transportation sectors to scale SAF globally. XCF is listed on the Nasdaq Capital Market and trades under the ticker, SAFX.

To learn more, visit XCF.Global

Contacts

XCF Global: Corporate Comms

media@xcf.global

Cautionary Note Regarding Forward-Looking Statements

This Press Release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expect”, “intend”, “will”, “estimate”, “anticipate”, “believe”, “predict”, “potential” or “continue”, or the negatives of these terms or variations of them or similar terminology. These forward-looking statements, including, without limitation, statements regarding XCF Global’s expectations with respect to future performance and anticipated financial impacts of the recently completed business combination with Focus Impact BH3 Acquisition Company (the “Business Combination”), estimates and forecasts of other financial and performance metrics, and projections of market opportunity and market share, are subject to risks and uncertainties, which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by XCF Global and its management, are inherently uncertain and subject to material change. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. New risks and uncertainties may emerge from time to time, and it is not possible to predict all risks and uncertainties. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: (1) changes in domestic and foreign business, market, financial, political, and legal conditions; (2) unexpected increases in XCF Global’s expenses, including manufacturing and operating expenses and interest expenses, as a result of potential inflationary pressures, changes in interest rates and other factors; (3) the occurrence of any event, change or other circumstances that could give rise to the termination of negotiations and any agreements with regard to XCF Global’s offtake arrangements; (4) the outcome of any legal proceedings that may be instituted against the parties to the Business Combination or others; (5) XCF Global’s ability to regain compliance with Nasdaq’s continued listing standards and thereafter continue to meet Nasdaq’s continued listing standards; (6) XCF Global’s ability to integrate the operations of New Rise and implement its business plan on its anticipated timeline; (7) XCF Global’s ability to raise financing to fund its operations and business plan and the terms of any such financing; (8) the New Rise Reno production facility’s ability to produce the anticipated quantities of SAF without interruption or material changes to the SAF production process; (9) the New Rise Reno production facility’s ability to produce renewable diesel in commercial quantities without interruption during the ongoing SAF ramp-up process; (10) XCF Global’s ability to resolve current disputes between its New Rise subsidiary and its landlord with respect to the ground lease for the New Rise Reno facility; (11) XCF Global’s ability to resolve current disputes between its New Rise subsidiary and its primary lender with respect to loans outstanding that were used in the development of the New Rise Reno facility; (12) payment of fees, expenses and other costs related to the completion of the Business Combination and the New Rise acquisitions; (13) the risk of disruption to the current plans and operations of XCF Global as a result of the consummation of the Business Combination; (14) XCF Global’s ability to recognize the anticipated benefits of the Business Combination and the New Rise acquisitions, which may be affected by, among other things, competition, the ability of XCF Global to grow and manage growth profitably, maintain relationships with customers and suppliers and retain its management and key employees; (15) changes in applicable laws or regulations; (16) risks related to extensive regulation, compliance obligations and rigorous enforcement by federal, state, and non-U.S. governmental authorities; (17) the possibility that XCF Global may be adversely affected by other economic, business, and/or competitive factors; (18) the availability of tax credits and other federal, state or local government support; (19) risks relating to XCF Global’s and New Rise’s key intellectual property rights, including the possible infringement of their intellectual property rights by third parties; (20) the risk that XCF Global’s reporting and compliance obligations as a publicly-traded company divert management resources from business operations; (21) LOIs and MOUs may not advance to definitive agreements or commercial deployment; (22) the effects of increased costs associated with operating as a public company; and (23) various factors beyond management’s control, including general economic conditions and other risks, uncertainties and factors set forth in XCF Global’s filings with the Securities and Exchange Commission (“SEC”), including the final proxy statement/prospectus relating to the Business Combination filed with the SEC on February 6, 2025, this Press Release and other filings XCF Global made or will make with the SEC in the future. If any of the risks actually occur, either alone or in combination with other events or circumstances, or XCF Global’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that XCF Global does not presently know or that it currently believes are not material that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect XCF Global’s expectations, plans or forecasts of future events and views as of the date of this Press Release. These forward-looking statements should not be relied upon as representing XCF Global’s assessments as of any date subsequent to the date of this Press Release. Accordingly, undue reliance should not be placed upon the forward-looking statements. While XCF Global may elect to update these forward-looking statements at some point in the future, XCF Global specifically disclaims any obligation to do so.

Exhibit 99.2

Middle East Conflict Exposes America’s Aviation Fuel Vulnerability: XCF Global Highlights the Case for Domestic Sustainable Aviation Fuel

	●	SAF prices reached an all-time high as global jet fuel markets tightened due to disruptions in the Strait of Hormuz.
	●	Domestic waste-based SAF offers a proven, near-term pathway to reducing aviation emissions.
	●	U.S.-sourced SAF production provides supply chain stability and emissions reductions through domestically sourced feedstocks
	●	XCF produces 38 million gallons per year of neat sustainable aviation fuel (SAF) that can be blended to deliver up to 100million gallons of blended SAF, depending on the blend ratio at its New Rise Reno facility

Houston, TX – March 23, 2026 - XCF Global, Inc. (“XCF”) (Nasdaq: SAFX) a U.S. based sustainable aviation fuel (SAF) producer decarbonizing the aviation industry today issued a statement on the ongoing disruption to global aviation fuel markets caused by the Middle East conflict. As jet fuel and SAF prices surge to historic levels, XCF Global is sharing its perspective on what the current crisis reveals about the structural vulnerabilities of petroleum-dependent aviation fuel supply chains and the role domestic SAF can play in addressing them.

According to S&P Global Platts data, SAF prices in California reached an all-time high of 885 cents ($8.85) per gallon in the week ended March 4, 2026, a surge of more than 132 cents ($1.32) per gallon in a single week. Spot jet fuel prices on the US West Coast increased to 125.54 cents ($1.26) per gallon in early March; levels not seen since 2022. The disruption of tanker disruption of tanker traffic through the Strait of Hormuz, through which approximately 20 million barrels per day of crude and refined product normally flow, has driven distillate prices sharply higher across major global hubs.

XCF SAF utilizes domestic waste-based feedstock. These feedstocks are not impacted by the Middle Eastern crude supply. “Our focus remains on delivering high quality SAF to our partners, maintaining operational continuity, and supporting the aviation sector as markets stabilize. America’s aviation sector remains deeply tethered to a global oil market that is inherently unstable. The feedstock, the technology, and the workforce to change that exist right here at home. Domestic waste-based SAF is not a future solution. We believe it can be made available now, that it can be scalable, and that it can be produced entirely from American materials. We believe the current crisis is bringing long-overdue attention to what domestic SAF producers have understood for years; a fuel whose supply chain begins and ends in the United States is a fundamentally different kind of energy security while mitigating climate impact” Chris Cooper, Chief Executive Officer, XCF Global

XCF Global believes that energy security and lowering emissions from aviation are not mutually exclusive. The events of recent weeks have brought that principle into focus for the aviation sector. As the market works through this period of volatility, XCF Global remains committed to expanding its domestic production.