Welcome to our dedicated page for AirJoule Technologies SEC filings (Ticker: AIRJ), 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.
AirJoule Technologies Corporation filings document an emerging growth technology company developing the AirJoule water-from-air platform, including its Class A common stock and warrants, operating results, and commercialization updates. Form 8-K reports cover quarterly and annual results, technology validation, product development, strategic partnerships, and material agreements related to equity financing.
Proxy and governance filings cover annual-meeting proposals, director elections, auditor ratification, board composition, committee assignments, non-employee director compensation, and executive equity awards under the 2024 Incentive Award Plan. Offering-related disclosures address Class A common stock sales, shelf registration use, capital-structure changes, and related governance context.
AirJoule Technologies Corporation reported that its Compensation Committee granted new performance-based restricted stock unit awards to three senior executives under its 2024 Incentive Award Plan. These awards vest based on the company’s absolute annualized total shareholder return from February 11, 2026 through December 31, 2028.
Each executive can vest in 0% to 200% of a target number of units depending on Absolute TSR achievement levels, with straight-line interpolation between thresholds. Target Absolute TSR RSU amounts are 116,822 units for Matthew B. Jore, 59,579 for Stephen S. Pang, and 73,014 for Patrick C. Eilers.
The awards include detailed provisions for change in control, various termination scenarios, and potential conversion to time-based RSUs, with vested awards settled in company stock or cash no later than March 15 of the year following vesting.
EILERS PATRICK C reported acquisition or exercise transactions in this Form 4 filing.
AirJoule Technologies Corp. disclosed that Executive Chairman and director Patrick C. Eilers received equity awards in the form of restricted stock units and performance-based units. On February 11, 2026, he was granted 97,656 restricted stock units that vest in three equal annual installments beginning March 1, 2027, each unit representing one share of Class A common stock.
He was also granted 72,844 performance restricted stock units that are eligible to cliff vest after a performance period ending December 31, 2028, based on the company’s absolute annualized total shareholder return reaching specified thresholds, with each unit likewise corresponding to one share of Class A common stock.
Pang Stephen S. reported acquisition or exercise transactions in this Form 4 filing.
AirJoule Technologies Corp. reported an equity grant to its Chief Financial Officer, Stephen S. Pang. On February 11, 2026, he received 185,938 restricted stock units and 59,441 performance restricted stock units, each representing a contingent right to receive one share of Class A Common Stock at no cash cost.
The restricted stock units vest in three equal annual installments beginning March 1, 2027, encouraging longer-term retention. The performance restricted stock units may cliff vest after a performance period ending December 31, 2028, based on AirJoule’s absolute annualized total shareholder return meeting set performance thresholds.
JORE MATTHEW B reported acquisition or exercise transactions in this Form 4 filing.
AirJoule Technologies Corp. director and CEO Matthew B. Jore reported equity awards in the form of restricted stock units. On February 11, 2026, he received 156,250 restricted stock units, each representing a contingent right to one share of Class A common stock. These units vest in three equal annual installments beginning on March 1, 2027.
He was also granted 116,550 performance restricted stock units tied to the company’s absolute annualized total shareholder return over a performance period ending December 31, 2028. These performance units are eligible to cliff vest after the performance period if specified return thresholds are achieved.
AirJoule Technologies Corp. Chief Executive Officer, director, and 10% owner Matthew B. Jore reported an open‑market-style purchase of company stock. On 01/15/2026, he acquired 7,692 shares of Class A Common Stock at $3.25 per share, coded as a purchase transaction. This increased his beneficial ownership to 7,718,123 Class A shares, held directly.
According to the disclosure, the shares were purchased from Lucid Capital Markets, LLC in connection with an underwritten public offering conducted by AirJoule. The filing highlights that a senior insider with significant existing ownership chose to add to his position as part of this capital-raising transaction.
AirJoule Technologies Corp. Executive Chairman and director Patrick C. Eilers reported buying additional Class A Common Stock. On 01/15/2026, he purchased 76,923 shares at $3.25 per share in a transaction with Lucid Capital Markets, LLC done in connection with an underwritten public offering by the company. Following this purchase, he holds 1,860,518 Class A shares directly.
He also has indirect beneficial ownership of 1,366,616 Class A shares through the Patrick C. Eilers Revocable Trust and a further 1,366,616 Class A shares through the Eilers Dynasty Trust, as reported in the filing.
AirJoule Technologies Corp. director and 10% owner Porter Stuart D reported buying Class A Common Stock on January 15, 2026. He purchased 153,846 shares at $3.25 per share from Lucid Capital Markets, LLC in connection with an underwritten public offering by the company. Following this transaction, he directly owns 776,879 Class A shares. In addition, 18,755,774 Class A shares are held indirectly through Three Curve Capital LP, an entity with which he and related entities may be deemed to share beneficial ownership based on their pecuniary interest.
AirJoule Technologies Corporation is conducting a primary equity offering of 6,153,847 shares of its Class A common stock at $3.25 per share. This pricing implies gross proceeds of about $20.0 million, with underwriting discounts of $0.13 per share and estimated net proceeds of approximately $19.3 million before expenses.
The company has granted the underwriter a 45-day option to purchase up to an additional 923,077 shares on the same terms. Certain existing stockholders, including senior executives and a director, have agreed to purchase an aggregate 546,154 shares in the deal, and no underwriting discount will be paid on up to $5.0 million of gross proceeds from these insider purchases.
AirJoule plans to use the cash to fund growth capital, working capital and general corporate purposes, including capital‑efficient manufacturing readiness and phased deployment with strategic partners. As of September 30, 2025, the company had 60,538,813 Class A shares outstanding, which would increase to 66,692,660 shares after the offering, excluding any exercise of the underwriter’s option.
AirJoule Technologies Corporation entered into an underwriting agreement with Lucid Capital Markets for a public offering of 6,153,847 shares of Class A common stock. The company expects net proceeds of approximately $19.3 million from this sale and plans to use the cash for growth capital, working capital and general corporate purposes, including manufacturing readiness and deployment with strategic partners.
The underwriter also exercised in full a 45-day option to buy an additional 923,077 shares, providing about $2.9 million in further net proceeds. The shares were priced at $3.25 per share to the public under an effective Form S-3 shelf registration, and the company agreed to a 75-day lock-up on additional share sales, subject to exceptions.
AirJoule Technologies Corporation reported business updates and plans for a capital raise. The company intends to conduct an underwritten public offering of its Class A common stock, using an effective shelf registration statement on Form S-3. This would allow AirJoule to sell new shares to public investors, subject to market conditions.
AirJoule also highlighted a new collaboration with the Red Dot Ranch Foundation to deploy an AirJoule system in rural coastal California, where Red Dot Ranch will evaluate the system’s ability to produce clean water from atmospheric moisture. In addition, the company contributed an extra $5.0 million to its joint venture with GE Vernova. As of December 31, 2025, AirJoule held about $21.8 million in cash, cash equivalents and restricted cash.