Welcome to our dedicated page for AMERICAN CLEAN RESOURCES GROUP SEC filings (Ticker: ACRG), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
American Clean Resources Group Inc. filings document an OTC-traded Nevada issuer with common stock under ACRG and a business focus on critical minerals processing and related infrastructure initiatives. Its recent Form 8-K reports cover material agreements, service arrangements, subsidiary activity, joint-venture term sheets, and the company’s relationships with mineral-processing technology and administrative-service counterparties.
The filing record also discloses governance and capital-structure matters, including officer appointments and resignations, unregistered common-stock issuances, debt conversion into equity, beneficial-ownership reporting obligations, termination of a prior technology transaction, and related share-return and retirement provisions. These filings frame ACRG’s public-company reporting around operating partnerships, financing activity, insider and controlholder disclosures, and corporate governance.
American Clean Resources Group, Inc. entered into a binding Joint Exploration and Development Agreement with TRG Holdings for a planned integrated energy, critical minerals processing, and data center campus at its Millers Hub property in Nevada.
The 18‑month agreement covers joint work such as geothermal resource assessment, pursuit of a Solar Energy Zone designation and federal land authorizations, and scoping of an integrated campus. It includes mutual exclusivity in a defined area, shared approved third‑party costs, confidentiality, and coordinated regulatory disclosures, but does not yet create an operating joint venture or commit long‑term project capital. Any development, ownership, or operating structure would require a future definitive agreement after the joint work is completed.
American Clean Resources Group, Inc. reports that its prior definitive agreement from January 2022 to acquire 80.1% of Sustainable Metal Solutions, LLC was never completed and has now been superseded. Instead, the company is pursuing a restructuring toward directly acquiring the Cross-Caribou mining asset and associated mining permit held by Grand Island Resources, LLC, a subsidiary of SMS. The company has not yet signed a definitive agreement for this proposed asset acquisition, which would require negotiated documentation, a fairness opinion, and various regulatory, corporate, and other approvals. The company cautions that there is no assurance any definitive agreement will be reached or that the transaction will be completed.
American Clean Resources Group director and officer Sharon Ullman reported a bona fide gift of company stock. On April 15, 2026, Ullman transferred 5,000 shares of Common Stock at a reported value of $6.60 per share. After the gift, Ullman directly owns 475,200 shares of American Clean Resources Group Common Stock.
American Clean Resources Group, Inc. reported several changes to its fractional executive and consulting roles tied to its development projects. Effective February 2, 2026, Michael Raabe moved from fractional Chief Operating Officer to a fractional strategic operations and project management support role, continuing to assist with coordination and execution of development activities.
Effective January 30, 2026, C. Derek Campbell transitioned from fractional Chief Strategy Officer to a non-executive advisory capacity, continuing to advise on development and operations. On April 15, 2026, fractional Chief Marketing Officer Kelly Marshall departed the Company. Effective April 20, 2026, the Company engaged Jeff Bootes in a fractional, project-based consulting role to support execution activities for its Millers, Nevada project and Cross Caribou asset.
American Clean Resources Group, Inc. reported that its wholly owned subsidiary, ACRG Energy Holdings, Inc., has formed a joint venture with Phoenix New Era, LLC to create American Clean Energy, LLC, a Nevada company focused on energy infrastructure.
The new venture is intended to support energy infrastructure tied to the company’s critical minerals processing strategy, including potential geothermal partnerships, LNG-based power solutions, and related infrastructure at project sites. ACRG Energy Holdings holds a controlling membership interest at formation, while Phoenix’s interest will vest over a three-year period based on defined operational, strategic, and business development milestones.
American Clean Resources Group remained pre-revenue in Q1 2026 and reported a net loss of $422,348, similar to the prior year. General and administrative expenses were $305,084, reflecting higher insurance, professional and consulting fees, partly offset by lower engineering costs.
Cash was only $1,544 against current liabilities of about $4.8 million, creating a significant working capital deficit and severe liquidity pressure. The accumulated deficit reached $115,896,647, and the company again disclosed substantial doubt about its ability to continue as a going concern.
Operations are still in the development stage: the Tonopah mineral rights carried value of $3,883,524 was reviewed with no impairment indicators, and management continues to pursue permits and funding. Liquidity relied heavily on related-party financing, including $272,114 of new borrowings under a Granite Peak Resources line of credit and a restructured $165,000 LaunchIT promissory note after quarter-end.
American Clean Resources Group, Inc. notified the SEC it cannot timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2026. The company says compilation and review of required financial information impose time constraints and expects to file the Form 10-Q no later than the fifth calendar day following the prescribed due date. The registrant reported a net loss of $422,348 for the three months ended March 31, 2026, versus a net loss of $397,641 for the comparable period in 2025.
American Clean Resources Group, Inc. remains an exploration-stage company with no revenues and significant losses. For the year ended December 31, 2025, it reported a net loss of about $1.9 million, cash of roughly $5,000, and current liabilities near $4.5 million, creating a large working capital deficit.
The accumulated deficit reached approximately $115.5 million, and the auditor included a going concern explanatory paragraph. The company has 14,099,393 shares outstanding, 0 employees and 10 key consultants, and is highly dependent on majority stockholder Granite Peak Resources, LLC, which owns about 81% of its common stock after multiple debt-to-equity conversions.
Management’s plans center on permitting and constructing a toll milling facility in Tonopah, Nevada and a large-scale renewable energy industrial park on the Millers property, but both projects are in early stages and contingent on substantial new financing and regulatory approvals. The prior SWIS smart-device venture has been fully impaired and contractually rescinded, with related shares retired and no ongoing operations from that business.
American Clean Resources Group, Inc. entered into a Master Services Agreement with Sustainable Metal Solutions, LLC on March 11, 2026. Under this agreement, ACRG may provide administrative and advisory services to SMS pursuant to future work orders, but SMS retains full operational and regulatory responsibility.
The agreement gives ACRG no ownership, production, royalty, profit participation, or other economic interest in SMS and is not an acquisition, joint venture, or consolidation. The filing also explains that an SMS mine permit application in Colorado is undergoing an administrative classification review, with a procedural hearing set for March 18, 2026, and that ACRG is not the permit holder or mine operator.
American Clean Resources Group appointed Luke McPherson as Chief Financial Officer, effective February 27, 2026. The Board cited growing needs in financial reporting, audit readiness, and capital-markets activity as the company pursues long-term growth and potential uplisting initiatives.
McPherson brings extensive experience in SEC reporting for public companies, technical accounting, complex equity and debt transactions, business-combination accounting, PCAOB audit coordination, treasury processes, and internal controls, including work with regulated industries and emerging real-world asset business models. Former CFO Sharon Ullman moved into a new role as Chief Registrar & Shareholder Officer, focusing on shareholder records, transfer-agent coordination, registrar operations, and governance-related functions. The company states her transition did not arise from any disagreement, and an equity-based compensation arrangement for McPherson will be detailed in a later disclosure once approved.