American Fusion Restructures $2.88 Million in Stock-Based Compensation, Auditor Resignation

American Fusion Inc. (OTC: AMFN), developer of the proprietary Texatron Fusion Engine, has entered into agreements to restructure existing stock-based compensation rights with an aggregate maximum contractual amount of $2.88 million into Series C Convertible Preferred Stock. The agreements cover 12 officers, directors, consultants, and advisors and provide for the issuance of up to 288,000 Series C preferred shares, subject to applicable earning and exchange provisions. The company said the restructuring is part of a broader capital restructuring effort supporting its planned national securities exchange listing and institutional financing initiatives.

The move to restructure compensation rights into preferred stock could be a strategic step to clean up the company's balance sheet and simplify its capital structure ahead of a potential uplisting to a national exchange. By converting these rights into Series C preferred shares, American Fusion may reduce cash compensation expenses and align the interests of insiders and advisors with long-term shareholders. The restructuring also signals the company's commitment to meeting the listing standards of a national securities exchange, which often require stringent corporate governance and capital structure requirements. For investors, this could mean increased transparency and a more attractive investment profile, potentially leading to greater institutional interest and liquidity.

In a separate announcement, American Fusion said JV CPA Inc. resigned as its independent registered public accounting firm effective Oct. 1, citing health reasons, with no reported disagreements or reportable events. The company is in the process of engaging PCAOB-registered MBP Global LLP as its successor auditor, subject to completion of the firm's client acceptance and onboarding procedures. The resignation of an auditor can raise concerns among investors, but the absence of any disagreements or reportable events suggests a smooth transition. Engaging a PCAOB-registered auditor is crucial for companies planning to list on a national exchange, as it ensures compliance with auditing standards and enhances credibility with regulators and investors.

American Fusion Inc. is an advanced energy platform company focused on the development and commercialization of next-generation fusion energy technologies. The company is advancing the Texatron Fusion Engine, a neutronic fusion platform designed for modular, infrastructure-grade deployment across industrial, commercial, and grid-constrained applications. Its development strategy emphasizes system-level engineering, disciplined intellectual property protection, and scalable architectures intended to support long-term commercial operation, while maintaining a focus on capital discipline and transparent corporate governance.

The latest news and updates relating to AMFN are available in the company's newsroom at https://nnw.fm/AMFN. For the full press release, visit https://nnw.fm/EPthW.

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