American Clean Resources Group, Inc. (ACRG): CFO Luke McPherson terminated without cause; interim named

Events in this filing

Item 5.02 as filed

Item 5.02 Departure of Directors or
Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 13, 2026, American Clean Resources
Group, Inc. (the “Company”) terminated Luke McPherson as Chief Financial Officer, effective immediately. On the same date,
the Company’s Board of Directors (the “Board”) appointed Tawana Bain, the Company’s Chief Executive Officer, to
serve additionally as Interim Principal Financial Officer and Interim Principal Accounting Officer, without additional compensation.
The biographical information concerning
Ms. Bain set forth in Part III, Item 10 of the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission
on March 31, 2026, is incorporated herein by reference.
Effective October 19, 2026, the Board
appointed Anthony Evers as the Company’s Fractional Chief Financial Officer, Principal Financial Officer and Principal Accounting
Officer. Upon his appointment, Ms. Bain ceased serving as Interim Principal Financial Officer and Interim Principal Accounting Officer.
Mr. Evers previously served as Chief Financial
Officer and Chief Operating Officer of SurgePays, Inc., a telecommunications and financial technology company, beginning in 2020. Following
the conclusion of his employment on December 31, 2025, Mr. Evers provided consulting services to SurgePays through June 30, 2026, including
financial reporting, SEC filings, and transition assistance.
In connection with his appointment, the Company
entered into a consulting agreement (the “Consulting Agreement”) with Satevers II LLC, pursuant to which Mr. Evers will provide
services at $250 per hour, subject to a maximum of 60 billable hours per month. Beginning on the 91st day of the engagement, the hourly
rate will increase to $275, subject to the same monthly limitation, unless the parties agree to a fixed monthly retainer before that date.
A copy of the Consulting Agreement will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the fiscal year ending
December 31, 2026.
There are no family relationships between
Mr. Evers and any director or executive officer of the Company. There is no arrangement or understanding between Mr. Evers and any other
person pursuant to which he was selected as an officer. Other than the Consulting Agreement, Mr. Evers has no direct or indirect material
interest in any transaction required to be disclosed under Item 404(a) of Regulation S-K.
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