American Fusion names new CEO

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Departure of Principal Executive Officer

On October 26, 2026, the Board of Directors (the "Board") of American Fusion, Inc. (the "Company") approved a change in executive leadership, effective immediately upon valid approval of the Board resolution. Richard C. Hawkins ceased serving as Chief Executive Officer and Corporate Secretary of the Company effective

October 26, 2026. Mr. Hawkins was appointed Chief Administrative Officer ("CAO"), subject to his acceptance, and is expected to continue serving the Company in that capacity. His departure from the Chief Executive Officer position does not, by itself, constitute a departure from any position as a director.

During his tenure, Mr. Hawkins served as Chief Executive Officer on a non-salaried basis. He separately provided strategic corporate, financial and capital markets services to the Company on a non-exclusive basis under a Consulting Services Agreement dated January 1, 2025 (the "Consulting Agreement"). The Consulting Agreement was filed as Exhibit 10.4 to the Company's Registration Statement on Form 10 filed with the Securities and Exchange Commission on March 12, 2026, and is incorporated herein by reference. The Consulting Agreement remains in effect and is not being amended or terminated in connection with the change in Mr. Hawkins' title.

Appointment of Principal Executive Officer

On October 26, 2026, the Board appointed Brent Nelson, to succeed

Richard C. Hawkins as Chief Executive Officer of the Company, effective immediately. Mr. Nelson, who has served as Executive Chairman of the Board since March 1, 2026, will continue to serve as Chairman of the Board. The Board also appointed Michael G. Smith, age 66, to succeed Richard C. Hawkins as the Corporate Secretary of the Company, effective immediately.

Mr. Nelson currently provides services to the Compa

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description

10.1

Consulting Services Agreement between American Fusion, Inc. and Brent Nelson dated March 1, 2026

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

SIGNATURES

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

Date: October 30, 2026

AMERICAN FUSION, INC.

By:

/s/ Brent Nelson

Brent Nelson

Chief Executive Officer and Chairman