Exhibit 10.1

SIDE LETTER

This Side Letter Agreement (this “Agreement”) is entered into as of June 30, 2026 (the “Effective Date”), by and between:

CleanCore Solutions, Inc., a Delaware corporation (the “Company”); and

David J. Enholm, an individual (the “Executive”).

The Company and the Executive are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

RECITALS

WHEREAS, the Executive currently serves as the Chief Financial Officer of the Company pursuant to that certain Employment Agreement between the Company and the Executive, dated March 27, 2023 (the “Employment Agreement”);

WHEREAS, the Parties desire to amend certain compensation terms of the Employment Agreement and to provide the Executive with an equity retention award under the Company’s 2022 Equity Incentive Plan (the “Plan”) in recognition of the Executive’s continued service and contributions to the Company;

WHEREAS, the Compensation Committee of the Board of Directors of the Company (the “Compensation Committee”) has approved the equity award and compensation adjustments described herein; and

WHEREAS, the Parties desire to set forth their agreements regarding such matters in this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

1. Salary Adjustment.

Effective July 1, 2026, the Executive’s annual base salary shall be reduced from Seventy-Five Thousand Dollars ($75,000.00) per annum to Sixty-Two Thousand Four Hundred Dollars ($62,400.00) per annum (the “Adjusted Salary”), payable in accordance with the Company’s normal payroll practices and schedule. The Executive acknowledges and agrees that this salary adjustment is voluntary and is being made at the Executive’s request. The Executive waives any claim that such reduction constitutes a breach of the Employment Agreement or “good reason” (or any similar concept) for resignation thereunder.

2. Waiver of PTO Payout.

The Executive hereby voluntarily, knowingly, and irrevocably waives any and all rights to receive a cash payment for accrued or unused paid time off (“PTO”) upon any future termination of employment with the Company, to the fullest extent permitted by applicable law. In connection with this waiver, the Executive acknowledges that:

(a) the Executive has been advised that under Nebraska law (Neb. Rev. Stat. §48-1229 et seq.), PTO may be treated as a form of compensation;

(b) the Executive has been advised to consult with an attorney regarding this waiver and has had a reasonable opportunity to do so;

(c) this waiver is made voluntarily and without coercion, duress, or undue influence by the Company;

(d) adequate consideration has been provided for this waiver in the form of the RSU Award described in Section 3 below; and

(e) the Executive understands the nature and consequences of this waiver.

3. Restricted Stock Unit Award.

3.1 Grant. In consideration of the Executive’s agreements herein, including without limitation the salary adjustment and PTO waiver described above, and the Executive’s continued service to the Company, the Company shall grant to the Executive eighty thousand (80,000) restricted stock units (the “RSU Award”) under the Plan, subject to the terms and conditions of the Plan and a Restricted Stock Unit Award Agreement to be entered into between the Company and the Executive (the “Award Agreement”).

3.2 Vesting. The RSU Award shall vest as follows:

(a) Forty thousand (40,000) RSUs shall vest on July 1, 2026 (the “Initial Vesting Date”); and

(b) Forty thousand (40,000) RSUs shall vest upon the Company’s filing of its Annual Report on Form 10-K for the fiscal year ended June 30, 2026, with the Securities and Exchange Commission (the “SEC”) (the “10-K Filing”), provided that the Executive remains employed by the Company or otherwise continues providing services to the Company through the date of such filing, unless otherwise determined by the Compensation Committee in its sole discretion (the “10-K Vesting Date”).

3.3 Grant Timing. The Company shall use commercially reasonable efforts to cause the RSU Award to be approved and issued as promptly as practicable following the Effective Date in order to establish the grant date fair market value at the earliest available market price of the Company’s common stock.

3.4 Tax Acknowledgment. The Executive acknowledges that the RSUs will be subject to applicable tax withholding upon vesting and that the Company makes no representation or warranty regarding the tax treatment of the RSU Award. The Executive is solely responsible for his own tax obligations arising therefrom.

4. Clawback and Forfeiture Provisions.

4.1 Triggering Events. If, before or after the vesting of any RSUs under this Agreement, the Company determines (whether through internal review, external audit, regulatory inquiry, or otherwise) that the Form 10-K filed (or to be filed) with the SEC:

(a) contains or contained a material misstatement or omission;

(b) must be amended, restated, or supplemented due to non-compliance with SEC rules or applicable accounting standards;

(c) is not timely accepted for filing by the SEC; or

(d) is or becomes subject to a material SEC comment, inquiry, investigation, enforcement action, or internal determination relating to accounting, financial reporting, disclosure controls, internal control over financial reporting, or other matters within the Executive’s responsibility as Chief Financial Officer or principal financial officer,

(each, a “Triggering Event”), then the provisions of Sections 4.2 through 4.5 shall apply.

4.2 Unvested RSUs — Suspension and Forfeiture.

(a) Upon the occurrence or discovery of a Triggering Event, vesting of any then-unvested RSUs shall be automatically suspended pending review by the Compensation Committee.

(b) Following such review, the Compensation Committee may, in its good faith discretion, cancel or forfeit all or a portion of the unvested RSUs if it determines that the Triggering Event is attributable, in whole or in material part, to the Executive’s:

(i) material breach of his duties as Chief Financial Officer or principal financial officer;

(ii) gross negligence or willful misconduct in the performance of such duties;

(iii) knowing failure to disclose material information required to be disclosed;

(iv) material failure to cooperate with auditors, regulators, or the Company’s internal review processes; or

(v) material noncompliance with Company policies, applicable law, or professional standards.

4.3 Vested RSUs/Shares — Recoupment.

(a) To the extent required by applicable law (including Section 304 of the Sarbanes-Oxley Act of 2002), SEC Rule 10D-1, applicable stock exchange listing standards, the Company’s Incentive Compensation Clawback Policy (if any), or the terms of the Plan or Award Agreement, vested RSUs and any shares or proceeds received upon settlement thereof shall be subject to recoupment and clawback in accordance with such requirements.

(b) In addition, if no mandatory clawback provision described in Section 4.3(a) applies to the circumstances, the Compensation Committee may, in its good faith discretion, require recoupment, repayment, or forfeiture of all or a portion of vested RSUs, shares received upon settlement, or proceeds from the sale of such shares, if the Compensation Committee determines that a Triggering Event has occurred and is attributable, in whole or in material part, to the conduct described in Section 4.2(b)(i) through (v) above.

4.4 Procedure.

(a) Before making any determination under this Section 4, the Compensation Committee shall provide the Executive with written notice describing the Triggering Event and the basis for the proposed action, and shall afford the Executive a reasonable opportunity (not less than fifteen (15) business days) to respond in writing, unless providing such notice or opportunity would be inconsistent with applicable law, regulatory requirements, or a court or regulatory order.

(b) Determinations by the Compensation Committee under this Section 4 shall be made in good faith and shall be final and binding on the Parties absent manifest error or fraud.

4.5 Remedies. Remedies available to the Compensation Committee under this Section 4 may include, without limitation:

(a) forfeiture or cancellation of unvested RSUs;

(b) cancellation of outstanding but unsettled RSUs;

(c) repayment of shares or the fair market value of shares received upon settlement;

(d) repayment of proceeds from the sale of shares received upon settlement;

(e) offset against amounts otherwise owed by the Company to the Executive, to the extent permitted by applicable law; and

(f) delayed settlement or vesting pending completion of the Compensation Committee’s review.

4.6 Preservation of Mandatory Clawback. Nothing in this Section 4 shall limit, restrict, or otherwise affect: (a) the application of Section 304 of the Sarbanes-Oxley Act of 2002; (b) SEC Rule 10D-1 and applicable stock exchange listing standards; (c) the Dodd-Frank Wall Street Reform and Consumer Protection Act; (d) the Company’s Incentive Compensation Clawback Policy (as may be adopted or amended from time to time); (e) the terms of the Plan or the Award Agreement; or (f) any other applicable law, rule, or regulation requiring recovery of compensation.

4.7 Materiality Standard. For the avoidance of doubt, the Compensation Committee shall not exercise its discretion under Sections 4.2 or 4.3 with respect to Triggering Events that are immaterial in nature or that are not reasonably attributable to the Executive’s conduct or responsibilities.

5. No Admission; Status of Employment.

Nothing in this Agreement shall constitute or be construed as: (a) notice of resignation, termination, or separation of the Executive’s employment with the Company; (b) an admission by either Party of any liability, wrongdoing, or breach; or (c) a modification of the Executive’s duties, title, or reporting relationships, except as expressly set forth in Section 1 above regarding salary. The Executive’s employment shall continue to be governed by the Employment Agreement, as amended hereby, and applicable Company policies.

6. Continued Effect of Employment Agreement.

Except as expressly amended by this Agreement, the Employment Agreement shall remain in full force and effect in accordance with its terms. In the event of any conflict between the terms of this Agreement and the Employment Agreement, this Agreement shall control.

7. Governing Law.

This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflicts of law principles.

8. Counterparts; Electronic Signatures.

This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Signatures transmitted by electronic means (including PDF, DocuSign, or similar technology) shall be deemed original signatures for all purposes.

9. Entire Agreement.

This Agreement, together with the Employment Agreement (as amended hereby), the Plan, and the Award Agreement, constitutes the entire agreement between the Parties with respect to the subject matter hereof. This Agreement may not be amended, modified, or supplemented except by a written instrument signed by both Parties.

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IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

Date: June 30, 2026

Date: June 30, 2026

Exhibit 10.2

RESTRICTED STOCK UNIT AWARD AGREEMENT

This Restricted Stock Unit Award Agreement (this “Agreement”) is made and entered into as of June 30, 2026 (the “Grant Date”) by and between CleanCore Solutions Inc., a Nevada corporation (the “Company”), and David J. Enholm (the “Grantee”).

WHEREAS, the Company has adopted the Company’s 2022 Equity Incentive Plan (the “Plan”) pursuant to which awards of Restricted Stock Units may be granted; and

WHEREAS, the Committee has determined that it is in the best interests of the Company and its stockholders to grant the award of Restricted Stock Units provided for herein.

NOW, THEREFORE, the parties hereto, intending to be legally bound, agree as follows:

1. Grant of Restricted Stock Units. Pursuant to Section 7.2 of the Plan, the Company hereby issues to the Grantee on the Grant Date a Restricted Award for 80,000 Restricted Stock Units (the “RSUs”), on the terms and conditions and subject to the restrictions set forth in this Agreement and the Plan. Capitalized terms that are used but not defined herein have the meaning ascribed to them in the Plan. Each RSU represents the right to receive one share of Common Stock upon vesting of such RSU.

2. Consideration. The grant of the RSUs is made in consideration of the Grantee’s agreement to reduce the Grantee’s base salary and to waive accrued paid time off.

3. Vesting.

3.1. The RSUs will vest and become nonforfeitable with respect to the applicable portion thereof according to the vesting schedule set forth below. The vesting of the second installment of RSUs is subject to the Grantee’s Continuous Service through the applicable vesting date, as a condition to the vesting of such installment and the rights and benefits under this Agreement. The RSUs which have vested and are no longer subject to forfeiture are referred to as “Vested RSUs.” All RSUs which have not become Vested RSUs are referred to as “Nonvested RSUs.”

3.2. Except as otherwise provided herein, if the Grantee’s Continuous Service terminates for any reason other than the Grantee’s (a) death, (b) Disability, (c) retirement, or (d) termination by the Company without Cause, any Nonvested RSUs will be automatically forfeited, terminated and cancelled as of the applicable termination date without payment of any consideration by the Company, and the Grantee, or the Grantee’s beneficiary or personal representative, as the case may be, shall have no further rights hereunder.

3.3. In the event of the Grantee’s death, Disability, retirement, or termination by the Company without Cause, all Nonvested RSUs shall become fully vested and no longer subject to forfeiture upon the date of such event.

3.4. Clawback. If, within three (3) years following the filing of the Company’s Annual Report on Form 10-K for the year ended June 30, 2026 (the “Form 10-K”), (a) the Company is required to prepare an accounting restatement of its financial statements due to material noncompliance with any financial reporting requirement under applicable securities laws, (b) the Form 10-K is amended to correct a material error or omission, or (c) it is determined by the Committee that the Form 10-K contained a material misstatement or omission that, if known at the time of filing, would have resulted in the RSUs not vesting, then the Grantee shall, upon written demand by the Company, (i) forfeit any Nonvested RSUs, (ii) return to the Company any Shares received upon vesting of the second installment of RSUs that vested upon the filing of such Form 10-K, and (iii) repay to the Company the Fair Market Value (as of the date of such vesting) of any such Shares that have been sold or transferred by the Grantee. The Company may, in its discretion, effect such recovery by offsetting amounts otherwise owed to the Grantee by the Company or any Affiliate.

4. Payment Upon Vesting.

4.1. As soon as administratively practicable following the vesting of any RSUs pursuant to Section 3 hereof, but in no event later than sixty (60) days after such vesting date (for the avoidance of doubt, this deadline is intended to comply with the “short-term deferral” exemption from Section 409A of the Code), the Company shall deliver to the Grantee (or any transferee permitted under Section 5 hereof) a number of shares of Common Stock (the “Shares”), either by delivering one or more certificates for such shares or by entering such Shares in book entry form, as determined by the Company in its sole discretion, equal to the number of RSUs subject to this award that vest on the applicable vesting date, unless such RSUs terminate prior to the given vesting date pursuant to Section 3 hereof.

4.2. Notwithstanding anything to the contrary in this Agreement, the Company shall be entitled to require payment by the Grantee of any sums required by applicable law to be withheld with respect to the grant of RSUs or the issuance of Shares. Such payment shall be made by deduction from other compensation payable to the Grantee or in such other form of consideration acceptable to the Company which may, in the sole discretion of the Committee, include:

(a) cash or check;

(b) surrender of Shares (including, without limitation, shares otherwise issuable under the RSUs) held for such period of time as may be required by the Committee in order to avoid adverse accounting consequences and having a Fair Market Value on the date of delivery equal to the minimum amount required to be withheld by statute; or

(c) other property acceptable to the Committee (including, without limitation, through the delivery of a notice that the Grantee has placed a market sell order with a broker with respect to Shares then issuable under the RSUs, and that the broker has been directed to pay a sufficient portion of the net proceeds of the sale to the Company in satisfaction of its withholding obligations; provided that payment of such proceeds is then made to the Company at such time as may be required by the Company, but in any event not later than the settlement of such sale).

The Company shall not be obligated to deliver any new certificate representing Shares to the Grantee or the Grantee’s legal representative or enter such share in book entry form unless and until the Grantee or the Grantee’s legal representative shall have paid or otherwise satisfied in full the amount of all federal, state, local or foreign taxes applicable to the taxable income of the Grantee resulting from the grant or vesting of the RSUs or the issuance of shares.

5. Conditions to Delivery of Shares.

5.1. Subject to Section 3, the Shares deliverable hereunder, or any portion thereof, may be either previously authorized but unissued Shares or issued Shares which have then been reacquired by the Company. Such Shares shall be fully paid and nonassessable. The Company shall not be required to issue or deliver any Shares deliverable hereunder or portion thereof prior to fulfillment of all of the following conditions:

(a) The admission of such Shares to listing on all stock exchanges on which such Shares are then listed;

(b) The completion of any registration or other qualification of such Shares under any state or federal law or under rulings or regulations of the Securities and Exchange Commission or of any other governmental regulatory body, which the Committee shall, in its absolute discretion, deem necessary or advisable;

(c) The obtaining of any approval or other clearance from any state or federal governmental agency which the Committee shall, in its absolute discretion, determine to be necessary or advisable;

(d) The receipt by the Company of full payment for such Shares, including payment of any applicable withholding tax, which may be in one or more of the forms of consideration permitted under Section 4 hereof; and

(e) The lapse of such reasonable period of time following the vesting of any RSUs as the Committee may from time to time establish for reasons of administrative convenience.

6. No Rights as Stockholder. The holder of the RSUs shall not be, nor have any of the rights or privileges of, a stockholder of the Company, including, without limitation, voting rights and rights to dividends, in respect of the RSUs and any Shares underlying the RSUs and deliverable hereunder unless and until such Shares shall have been issued by the Company and held of record by such holder. No adjustment will be made for a dividend or other right for which the record date is prior to the date of such entry.

7. Grant is Not Transferable. During the lifetime of Grantee, the RSUs may not be sold, pledged, assigned or transferred in any manner other than by will or the laws of descent and distribution, unless and until the Shares underlying the RSUs have been issued, and all restrictions applicable to such Shares have lapsed. Neither the RSUs nor any interest or right therein shall be liable for the debts, contracts or engagements of the Grantee or his or her successors in interest or shall be subject to disposition by transfer, alienation, anticipation, pledge, encumbrance, assignment or any other means whether such disposition be voluntary or involuntary or by operation of law by judgment, levy, attachment, garnishment or any other legal or equitable proceedings (including bankruptcy), and any attempted disposition thereof shall be null and void and of no effect, except to the extent that such disposition is permitted by the preceding sentence.

8. No Right to Continued Service. Neither the Plan nor this Agreement shall confer upon the Grantee any right to be retained in any position, as an Employee, Consultant or Director of the Company. Further, nothing in the Plan or this Agreement shall be construed to limit the discretion of the Company to terminate the Grantee’s Continuous Service at any time, with or without Cause.

9. Compliance with Law. The Grantee acknowledges that the Plan and this Agreement are intended to conform to the extent necessary with all provisions of the Securities Act and the Exchange Act and any and all regulations and rules promulgated by the Securities and Exchange Commission thereunder, state and applicable foreign securities laws and regulations. Notwithstanding anything herein to the contrary, the Plan shall be administered, and the RSUs are granted, only in such a manner as to conform to such laws, rules and regulations. To the extent permitted by applicable law, the Plan and this Agreement shall be deemed amended to the extent necessary to conform to such laws, rules and regulations.

10. Governing Law. This Agreement will be construed and interpreted in accordance with the laws of the State of Nevada without regard to conflict of law principles.

11. Interpretation. Any dispute regarding the interpretation of this Agreement shall be submitted by the Grantee or the Company to the Committee for review. The resolution of such dispute by the Committee shall be final and binding on the Grantee and the Company.

12. RSUs Subject to Plan. This Agreement is subject to the Plan as approved by the Company’s stockholders. The terms and provisions of the Plan as it may be amended from time to time are hereby incorporated herein by reference. In the event of a conflict between any term or provision contained herein and a term or provision of the Plan, the applicable terms and provisions of the Plan will govern and prevail.

13. Successors and Assigns. The Company may assign any of its rights under this Agreement. This Agreement will be binding upon and inure to the benefit of the successors and assigns of the Company. Subject to the restrictions on transfer set forth herein, this Agreement will be binding upon the Grantee and the Grantee’s beneficiaries, executors, administrators and the person(s) to whom the RSUs may be transferred by will or the laws of descent or distribution.

14. Severability. The invalidity or unenforceability of any provision of the Plan or this Agreement shall not affect the validity or enforceability of any other provision of the Plan or this Agreement, and each provision of the Plan and this Agreement shall be severable and enforceable to the extent permitted by law.

15. Discretionary Nature of Plan. The Plan is discretionary and may be amended, cancelled or terminated by the Company at any time, in its discretion. The grant of the RSUs in this Agreement does not create any contractual right or other right to receive any RSUs or other Awards in the future. Future Awards, if any, will be at the sole discretion of the Company. Any amendment, modification, or termination of the Plan shall not constitute a change or impairment of the terms and conditions of the Grantee’s employment with the Company.

16. Amendment. The Committee has the right to amend, alter, suspend, discontinue or cancel the RSUs, prospectively or retroactively; provided, that, no such amendment shall adversely affect the Grantee’s material rights under this Agreement without the Grantee’s consent.

17. No Impact on Other Benefits. The value of the Grantee’s RSUs is not part of his or her normal or expected compensation for purposes of calculating any severance, retirement, welfare, insurance or similar employee benefit.

18. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original but all of which together will constitute one and the same instrument. Counterpart signature pages to this Agreement transmitted by facsimile transmission, by electronic mail in portable document format (.pdf), or by any other electronic means intended to preserve the original graphic and pictorial appearance of a document, will have the same effect as physical delivery of the paper document bearing an original signature.

19. Acceptance. The Grantee hereby acknowledges receipt of a copy of the Plan and this Agreement. The Grantee has read and understands the terms and provisions thereof, and accepts the RSUs subject to all of the terms and conditions of the Plan and this Agreement. The Grantee acknowledges that there may be adverse tax consequences upon the grant or vesting of the RSUs or disposition of the Shares and that the Grantee has been advised to consult a tax advisor prior to such grant, vesting or disposition.

20. Grantee Undertaking. The Grantee hereby agrees to take whatever additional actions and execute whatever additional documents the Company may in its reasonable judgment deem necessary or advisable in order to carry out or effect one or more of the obligations or restrictions imposed on the Grantee pursuant to the express provisions of this Agreement.

21. Section 409A. The RSUs are intended to be exempt from Section 409A of the Code and this Agreement shall be administered and interpreted in accordance with such intent. The Committee reserves the right to unilaterally amend this Agreement without the consent of the Grantee in order to maintain an exclusion from the application of, or to maintain compliance with, Section 409A of the Code; and the Grantee hereby acknowledges and consents to such rights of the Committee.

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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.