Brent Cox Files 13D for CleanCore Solutions

TL;DR

**Cox files 13D for CleanCore! Big ownership change incoming.**

AI Summary

Brent Cox has filed a Schedule 13D on May 17, 2024, regarding his beneficial ownership of CleanCore Solutions, Inc. The filing indicates a change in reporting as of May 10, 2024. Cox's address is listed as c/o CleanCore Solutions, Inc. in Omaha, NE.

Why It Matters

This filing signals a significant change in beneficial ownership or control for CleanCore Solutions, Inc., potentially impacting its stock price and corporate strategy.

Risk Assessment

Risk Level: medium — Schedule 13D filings often indicate activist investor activity or significant stake-building, which can lead to volatility.

Key Players & Entities

• Brent Cox (person) — Filing person and beneficial owner
• CleanCore Solutions, Inc. (company) — Issuer of the securities
• May 17, 2024 (date) — Filing date of the Schedule 13D
• May 10, 2024 (date) — Date of event requiring filing

FAQ

Key Financial Figures

• $0.0001 — to the class B common stock, par value $0.0001 per share (the “ Class B Common S
• $0.25568 — tkinson in a private secondary sale for $0.25568 per share for a total purchase price of
• $224,998.40 — per share for a total purchase price of $224,998.40. Matthew Atkinson sold 880,000 shares o

Filing Documents

• ea0206454-13dcox_clean.htm (SC 13D) — 42KB
• 0001213900-24-044801.txt ( ) — 43KB

Security and Issuer

Item 1. Security and Issuer. This statement on Schedule 13D (the “ Schedule 13D ”) relates to the class B common stock, par value $0.0001 per share (the “ Class B Common Stock ”), of CleanCore Solutions, Inc., a Nevada corporation (the “ Issuer ”). The Issuer has its principal executive offices at 5920 South 118th Circle, Suite 2, Omaha, NE 68137.

Identity and Background

Item 2. Identity and Background. (a) This statement is being filed by Brent Cox, an individual (the “ Reporting Person ”) . Any disclosures herein with respect to persons other than the Reporting Person are made on information and belief after making inquiry to the appropriate party. (b) The address of Mr. Cox is 851 NE 1 st Ave, Suite 2009, Miami, FL 33132. (c) Mr. Cox’s principal occupation is as a business advisor and investor. (d) During the last five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the last five years, the Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Mr. Cox is a citizen of the United States of America.

Source and Amount of Funds or Other

Item 3. Source and Amount of Funds or Other Consideration. On April 30, 2024, Mr. Cox received a stock option for 150,000 shares of Class B Common Stock under the Issuer’s 2022 Equity Incentive Plan as compensation for his services as a director of the Issuer. Immediately upon its grant, 15,000 shares underlying the stock option vested, and the remainder of the stock option will vest in equal installments monthly over the next 24 months. As of the date of this filing, 26,250 shares of Class B Common Stock underlying the stock option are exercisable within 60 days by Mr. Cox. On May 10, 2024, Mr. Cox purchased 880,000 shares of the Issuer’s Class B Common Stock from Matthew Atkinson in a private secondary sale for $0.25568 per share for a total purchase price of $224,998.40. Matthew Atkinson sold 880,000 shares of his class A common stock, par value $0.0001 per share, which upon its transfer to Mr. Cox, automatically converted to Class B Common Stock. As a result of the above-described transactions, Mr. Cox has the ability to control 906,250 shares of Class B Common Stock within 60 days of the date of this filing. The Reporting Person did not purchase any of the shares of Class B Common Stock with borrowed funds. Page 4 of 5 pages CUSIP No. 184492 106

Purpose of Transaction

Item 4. Purpose of Transaction. The Reporting Persons do not have any current intention, plan or proposal with respect to: (a) the acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer; (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; (d) any change in the present Board or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the Board; (e) any material change in the present capitalization or dividend policy of the Issuer; (f) any other material change in the Issuer’s business or corporate structure; (g) changes in the Issuer’s certificate of incorporation, by-laws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person; (h) causing a class of securities of the Issuer to be delisted from a national securities exchange, if any, or cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) a class of equity securities of the Issuer becoming eligible for termination of a registration pursuant to Section 12(g)(4) of the Act; or (j) any action similar to any of those enumerated above.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer. (a) As of the date of this statement, Mr. Cox is the beneficial not own any other securities of the Issuer. (b) As of the date of the filing of this Schedule 13D, Mr. Cox has sole voting power to vote or direct the vote and dispose or direct the disposition of 906,250 shares of the Class B Common Stock. (c) Except as set forth in this Schedule 13D, the Reporting Person does not beneficially own any shares of Class B Common Stock nor has effected any transaction in the Class B Common Stock during the past 60 days. (d) Other than the Reporting Person, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Reporting Persons’ securities. (e) Not applicable.

Contracts, Arrangements, Understandings

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer. Other than the relationships mentioned above, to the best knowledge of the Reporting Person, there are no contracts, arrangements, understandings, or relationships (legal or otherwise) among the persons named in Item 2 and between such persons and any persons with respect to any securities of the Issuer, including, but not limited to, transfer or voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.

Material to be Filed as Exhibits

Item 7. Material to be Filed as Exhibits. None. Page 5 of 5 pages CUSIP No. 184492 106

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: May 17, 2024 /s/ Brent Cox Brent Cox

View Full Filing

View this SC 13D filing on SEC EDGAR