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AirJoule Technologies Corp. (AIRJ) agreed to acquire 100% of BitSink LLC, a U.S. designer and manufacturer of cooling, electrical distribution and racking infrastructure for AI and high-density data centers. The deal includes $18 million in cash and $9 million in Class A common stock at closing, plus up to $40 million in additional stock-based earnout payments tied to revenue milestones over the three calendar years following closing.
At closing, the seller received 1,859,504 AIRJ Class A shares in a private, unregistered offering under Section 4(a)(2) of the Securities Act, with a maximum of 8,264,463 additional shares potentially issuable for earnouts. BitSink adds an established, profitable operating business with approximately $11 million in cumulative revenue across 2024–2025, $15 million in near-term purchase orders, and over 220 megawatts of deployed cooling and power capacity across North America.
The acquisition expands AirJoule Technologies’ presence in AI and HPC data center infrastructure and creates potential integration between BitSink’s liquid cooling and power systems and AirJoule’s atmospheric water generation technology, supported by a 65,000-square-foot manufacturing facility in Chesnee, South Carolina. AirJoule Technologies reported $45 million of cash on its balance sheet as of August 31, 2026, prior to the transaction.
AirJoule Technologies Corporation reported no revenue and a substantial net loss for the six months ended June 30, 2026 as it continues early-stage commercialization of its AirJoule sorption technology and relies heavily on its 50/50 joint venture with GE Vernova. Net loss was $58,359,106, compared with net income of $17,391,871 a year earlier, driven primarily by an equity loss from investment in AirJoule, LLC of $65,658,820, which reflects that venture’s $110.3 million in-process R&D impairment and $76.1 million goodwill impairment.
Operating expenses remained modest for a growth-stage company, with general and administrative costs of $7,162,278, research and development of $388,278, and sales and marketing of $163,950 for the first half. Changes in fair value of Earnout Shares and Subject Vesting Shares liabilities produced additional non‑cash losses.
Liquidity strengthened through equity raises. The company closed a January 2026 offering and a June 2026 registered direct offering, generating combined net proceeds of about $35.8 million. Cash, cash equivalents and restricted cash were $41,417,134 and working capital was approximately $41.0 million at June 30, 2026. AirJoule also holds a $30,000,000 committed equity facility and has a remaining capital contribution commitment to the AirJoule JV of $64.8 million. Management expects existing cash and prior proceeds to fund operations and JV needs for at least twelve months but notes it may seek additional financing for future opportunities.
The company disclosed a material weakness in internal control over financial reporting related to complex, non‑routine transactions and is implementing remediation measures. Strategic developments include third‑party recognition via a CleanTech award, an exclusive residential sales partnership with Kubota, and new demonstration deployments with GE Vernova.
AirJoule Technologies Corporation reported second quarter 2026 results and a broad commercialization update centered on its AirJoule Prime and Core platforms. For the three months ended June 30, 2026, the company recorded a net loss of $8.5 million, compared with net income of $2.5 million a year earlier. For the first six months of 2026, it posted a net loss of $58.4 million, versus net income of $17.4 million in the prior-year period, driven largely by a $65.7 million equity loss from its investment in AirJoule, LLC and fair-value changes in share-related liabilities.
Cash, cash equivalents and restricted cash were $41.4 million as of June 30, 2026, and combined cash across AirJoule Technologies and the joint venture totaled $43.0 million with no debt. Management expects combined 2026 cash spend of $27–$28 million, up from a prior framework of about $25 million, and states that available liquidity is sufficient to fund operations, the joint venture and planned deployments into 2028. Operationally, the company commissioned its first full-scale AirJoule Prime system, entered an exclusive sales agreement with Kubota for multi-unit residential projects in Texas and California, advanced deployments with GE Vernova and the Net Zero Innovation Hub for Data Centers, and expanded its presence into the UAE through a Green Licence at Expo City Dubai and an AirJoule Core demonstration program.
AirJoule Technologies Corp. Chief Legal Officer Chad MacDonald reported share sales that were executed solely to cover taxes on a restricted stock unit vesting. A total of 7,307 shares of Class A Common Stock were sold in two transactions labeled as open-market sales.
On June 8, 2026, 5,320 shares were sold at a weighted average price of $4.6464, with individual trades ranging from $4.62 to $4.68. On June 9, 2026, 1,987 shares were sold at a weighted average price of $4.4980, with trades ranging from $4.45 to $4.58.
The filing notes these were mandatory “sell to cover” transactions to satisfy tax withholding obligations and did not represent discretionary trading decisions. After these transactions, MacDonald directly holds 44,080 shares of AirJoule Class A Common Stock.
AirJoule Technologies Corp.'s Chief Legal Officer, Chad MacDonald, exercised derivative awards linked to restricted stock units, acquiring 23,125 shares of Class A Common Stock. After the transaction, he directly holds 51,387 Class A Common shares and 46,250 restricted stock units.
The restricted stock units relate to equity compensation that vests in four equal annual installments beginning on June 6, 2025, with each unit representing a contingent right to receive one share of Class A Common Stock. No open-market purchases or sales were reported in this filing.
AirJoule Technologies Corp.’s Executive Chairman Patrick C. Eilers reported compensation-related equity activity rather than open-market trading. He exercised 6,250 restricted stock units, receiving Class A Common Stock at a conversion price of $0.00 per share, while 1,832 shares of Class A Common Stock were withheld at $4.87 per share to satisfy tax obligations.
After these transactions, he directly holds 1,873,844 shares of Class A Common Stock and has 12,500 restricted stock units outstanding. Additional indirect holdings are reported through the Eilers Dynasty Trust and the Patrick C. Eilers Revocable Trust, each shown with 1,366,616 shares of Class A Common Stock. The restricted stock units vest in four equal annual installments beginning on June 6, 2025, with each unit representing a contingent right to one share of Class A Common Stock.
AirJoule Technologies Corp. Chief Financial Officer Stephen S. Pang reported routine equity compensation activity involving restricted stock units and Class A Common Stock. He exercised derivative securities representing 23,125 shares of Class A Common Stock and a portion of the resulting shares was used to cover tax obligations.
The filing shows a tax-withholding disposition of 7,248 shares at $4.87 per share, which reflects shares delivered to satisfy tax liabilities rather than an open-market sale. Following these transactions, Pang directly owns 46,937 shares of Class A Common Stock and continues to hold 46,250 restricted stock units, which vest in four equal annual installments beginning on June 6, 2025.
AirJoule Technologies Corp. Chief Executive Officer Matthew B. Jore reported routine equity compensation activity involving restricted stock units and related tax withholding. On June 5, 2026, he exercised 12,500 restricted stock units into Class A Common Stock, consistent with the vesting schedule disclosed for these awards.
To cover tax obligations, 3,729 shares of Class A Common Stock were disposed of through a tax-withholding transaction at $4.87 per share, which is not an open-market sale. Following these transactions, Jore directly held 7,748,020 shares of Class A Common Stock and 25,000 restricted stock units.
AirJoule Technologies Corp. director Murphy Thomas Edward reported compensation-related equity activity. He exercised derivative awards covering 25,487 shares of Class A Common Stock, increasing his direct common stock holdings to 57,437 shares after the transaction. He also received a new grant of 30,227 Restricted Stock Units (RSUs), each representing a right to one share of common stock.
The RSUs that were exercised had vested on May 28, 2026, while the newly granted 30,227 RSUs will vest on the earlier of May 28, 2027 or the date of the company’s next annual shareholders’ meeting. No open‑market purchases or sales were reported in this filing.
AirJoule Technologies Corp. director Sterling Denise Marie Brucia increased her equity stake through stock-based compensation. On May 28, 2026, 25,487 restricted stock units vested and were exercised into 25,487 shares of Class A common stock, which she now holds directly.
On the same date, she received a new grant of 30,227 restricted stock units, each representing the right to receive one share of common stock. These new units vest on the earlier of May 28, 2027 and the date of the company’s next annual shareholders’ meeting.