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Arq Inc 8-K Filings

ARQ NASDAQ

Every 8-K that Arq Inc (ARQ) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow ARQ and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ARQ filings page.

Rhea-AI Summary

Arq, Inc. (ARQ) appointed Peter Owino as Chief Accounting Officer, effective September 1, 2026, and he will remain the company’s principal accounting officer. Arq entered into an employment agreement providing a $350,000 annual base salary, eligibility for a short-term incentive bonus targeted at 55% of base salary, and a long-term incentive award targeted at 75% of base salary.

As an inducement to join as an employee, Owino received 100,000 restricted stock awards granted outside Arq’s 2026 Omnibus Incentive Plan, vesting in three equal annual installments subject to continued service. If terminated without Cause or he resigns for Good Reason, he is eligible for 12 months of base salary, bonus for the year of termination based on actual performance, accelerated vesting of time-based equity and performance share units (based on actual performance to the termination date), and a lump-sum payment equal to 12 months of COBRA premiums. The filing also discloses that a prior consulting agreement with Princeton Business Consulting for Owino’s interim role resulted in approximately $200,000 of payments and was terminated upon his appointment. A press release announcing his appointment and inducement awards was issued on August 28, 2026.

Rhea-AI Summary

Arq, Inc. reported stronger profitability for the quarter ended June 30, 2026. Revenue rose to $29.9 million, up 5% year over year, while cost of revenue declined about 4%, lifting gross margin to 38.5% from 33.3%.

Net loss narrowed to $0.7 million (‑$0.02 per share) from $2.4 million (‑$0.06 per share) a year earlier. Adjusted EBITDA increased to $5.8 million, a 59% gain, marking the ninth consecutive quarter of positive Adjusted EBITDA, driven by pricing, volume growth and the core PAC business, with no drag from prior GAC production costs.

Arq reaffirmed full‑year 2026 guidance of $120–$125 million in revenue and $17–$20 million in Adjusted EBITDA. At June 30, 2026, total assets were $233.0 million, cash and restricted cash were $12.1 million (including $11.2 million restricted), and total debt was $30.7 million, mainly borrowings on a revolving credit facility. Capital expenditures were $1.2 million in the quarter, and net cash used in operating activities improved to $2.7 million for the first half of 2026.

Rhea-AI Summary

Arq, Inc. amended the employment agreement of President and CEO Robert Rasmus, setting a defined term that expires on July 23, 2029, subject to earlier termination or resignation. As of the amendment effective date, his annual salary is set at $50,000, and he is no longer eligible for an annual bonus or participation in the company’s long-term incentive compensation plan, with certain business expenses reimbursable.

In connection with the amendment, the compensation committee approved equity awards under the 2026 Omnibus Incentive Plan: 600,000 time-based RSUs vesting 300,000 on the second anniversary of grant and 300,000 on the third, with acceleration upon a Change in Control or specified termination events; and 600,000 performance-based RSUs, vesting in three 200,000-unit tranches if the 30-Day VWAP reaches $3.00, $6.00, and $9.00 per share, respectively, before the third anniversary, with early-achieved tranches vesting no earlier than the first anniversary and subject to similar acceleration and dilution adjustments.

Arq and Mr. Rasmus also extended the performance period for 400,000 Inducement RSUs from July 17, 2026 to July 17, 2029.

Rhea-AI Summary

Arq, Inc. reported that its previously announced leadership change has been formalized through a Separation Agreement with former Chief Accounting Officer Stacia Hansen. Ms. Hansen resigned effective June 12, 2026, and the agreement became effective June 30, 2026 after a statutory revocation period.

Under the Separation Agreement, Ms. Hansen will receive a severance payment of $108,333. The agreement also includes customary release of claims and confidentiality provisions. Arq filed the full Separation Agreement as an exhibit for investors and regulators to review.

Rhea-AI Summary

Arq, Inc. appointed Peter Owino as Interim Chief Accounting Officer, effective June 12, 2026, making him the company’s principal accounting officer until a successor is chosen. He brings more than twenty years of experience in accounting, finance, and Sarbanes-Oxley compliance across public and private companies.

Arq entered into a consulting agreement with Princeton Business Consulting, under which it will pay $350 per hour, capped at $63,000 per month, for Owino’s services. The agreement runs indefinitely but can be ended by either party with 30 days’ written notice. The board also designated President and CEO Bob Rasmus as principal financial officer until incoming CFO Shimon Steinmetz starts on or around July 27, 2026.

Rhea-AI Summary

Arq, Inc. reported the results of its 2026 Annual Meeting of Stockholders and the approval of a new equity compensation program. Stockholders approved the Arq, Inc. 2026 Omnibus Incentive Plan, which authorizes the issuance of up to 1,500,000 shares of common stock plus certain unused shares from the 2024 Omnibus Incentive Plan.

All six director nominees, including Laurie Bergman and Robert Rasmus, were elected based on the reported vote totals. Stockholders voted on five proposals in total, with detailed voting results provided and the full 2026 Plan text filed as Exhibit 10.1.

Rhea-AI Summary

Arq, Inc. is reshaping its finance leadership by appointing Shimon Steinmetz as Executive Vice President and Chief Financial Officer, effective on or before July 27, 2026, while he also becomes the company’s principal financial officer. Steinmetz brings more than twenty years of corporate finance, restructuring, banking, and public-company experience, including prior CFO roles at Finjan Holdings and Vesta and earlier work at Salomon Smith Barney and Goldman Sachs.

Under his employment agreement, Steinmetz will receive a base salary of $500,000, with a target annual bonus equal to 50% of salary and a long‑term incentive target of 80% of salary. He is being granted 250,000 restricted stock awards that vest over two and three years, plus 150,000 performance share units that vest in three 50,000‑share tranches if Arq’s 30‑day volume‑weighted average share price reaches $8.00, $10.00, and $15.00 within three years. If he is terminated without cause or resigns for good reason, he is eligible for 12 months of salary, bonus for the year of termination based on actual performance, accelerated vesting of equity awards, and 12 months of COBRA premiums.

Arq also disclosed that Chief Accounting Officer and Treasurer Stacia Hansen submitted her resignation, which is expected to be effective June 12, 2026. The company stated that her departure was not due to any disagreement regarding operations, policies, practices, or financial reporting.

Rhea-AI Summary

Arq, Inc. reported first quarter 2026 revenue of $29.1 million, up about 7% from $27.2 million a year earlier, mainly from higher sales volumes. Gross margin declined to 34.2% from 36.4% as pricing pressure, an inventory revaluation charge and GAC carry-costs outweighed volume gains.

The company posted a net loss of $0.8 million, or $0.02 per diluted share, versus net income of $0.2 million in the prior-year period. Adjusted EBITDA was $2.7 million compared with $4.1 million, reflecting lower margins and the non-cash inventory revaluation. Arq ended the quarter with $15.9 million in cash and restricted cash, including $11.2 million restricted, and total debt of $30.2 million.

Management reaffirmed full-year 2026 guidance for revenue of $120–$125 million and Adjusted EBITDA of $17–$20 million. The ongoing GAC strategic optimization review is expected to yield a go-forward strategy by Q3 2026, while the PAC business and Corbin asphalt opportunities continue to progress.

8-K
Rhea-AI Summary

Arq, Inc. detailed separation arrangements for former executives Jeremy “Deke” Williamson and Jay Voncannon. Effective April 29, 2026, Williamson will receive approximately $361,500, equal to twelve months of base salary, paid bi-weekly, plus accelerated vesting of 34,270 restricted shares and 49,736 performance share units, subject to a total shareholder return calculation within sixty days, and a lump-sum payment equal to twelve months of COBRA premiums. Voncannon will receive statutory COBRA benefits for eighteen months and accelerated vesting of 50,000 restricted shares. Both executives agreed to customary releases of claims under their Separation and General Release Agreements.

Rhea-AI Summary

Arq, Inc. reported that it entered into a Ninth Amendment to its Tax Asset Protection Plan with Computershare Trust Company, N.A. as rights agent. The amendment updates the definition of the plan’s “Final Expiration Date.”

Under the Ninth Amendment, the Final Expiration Date will be the close of business on the earlier of December 31, 2027, or December 31, 2026 if stockholder approval has not been obtained before that date. The amendment and its terms are set out in full in Exhibit 4.1 to the report.

Rhea-AI Summary

Arq, Inc. amended its revolving credit facility again on March 31, 2026, entering a fifth amendment to its Credit, Security and Guaranty Agreement with MidCap Funding IV Trust and other lenders. This amendment replaces the existing minimum liquidity covenant with a $2.5 million availability reserve requirement, which will rise to $5 million starting in January 2027.

The amendment also allows certain eligible equipment and defined Rolling Stock to be counted in the borrowing availability calculation and temporarily relaxes the definition of Eligible Accounts to permit higher single-customer concentration until August 2026. The full amendment text is referenced as Exhibit 10.1.

8-K
Rhea-AI Summary

Arq, Inc. reported 2025 results showing strong revenue growth but a sharp swing to loss as it pauses its granular activated carbon (GAC) ramp. Revenue reached $120.3 million, up 10% from 2024, driven by record powdered activated carbon (PAC) volumes and pricing, but a non‑cash impairment of about $45 million tied to the Corbin facility pushed full‑year net loss to $52.6 million versus a $5.1 million loss a year earlier.

Gross margin fell to 27.9% from 36.2%, mainly from GAC start‑up costs, and Q4 margin dropped to 13.6%. Adjusted EBITDA improved to $13.2 million from $10.5 million as lower SG&A and PAC strength offset part of the GAC drag. The company is idling Corbin, conducting a comprehensive GAC optimization review, and does not expect GAC production in 2026.

Leadership changes include appointing Eric Robinson as VP Operations, eliminating the COO role, and reorganizing the finance team. For 2026, Arq guides to revenue of $120–125 million and Adjusted EBITDA of $17–20 million, assuming no GAC contribution. PAC ASP is expected at $0.88–0.91 per pound on 122–125 million pounds of volume, with additional chemicals contributing 13–15% of revenue.

Rhea-AI Summary

Arq, Inc. entered into a fourth amendment to its Revolving Credit Agreement with MidCap Funding IV Trust and other lenders. This amendment extends earlier changes to how borrowing availability is calculated and temporarily adjusts the company’s minimum liquidity covenant.

Under the revised covenant, Arq must maintain at least $2.0 million of liquidity from December 10, 2025 through March 31, 2026, increasing to $5.0 million starting April 1, 2026 and at all times thereafter. The full legal terms are contained in Amendment No. 4, filed as an exhibit.

Rhea-AI Summary

Arq, Inc. entered into a third amendment to its Revolving Credit Agreement with MidCap Funding IV Trust and related lenders. The amendment extends prior changes to how borrowing availability is calculated and temporarily relaxes the company’s minimum liquidity requirement.

Under the revised covenant, minimum liquidity is set at $2.0 million from December 10, 2025 through February 27, 2026, increasing to $5.0 million from February 28, 2026 and at all times thereafter. This adjustment provides Arq with near‑term liquidity flexibility while re-establishing a higher long‑term threshold.

Rhea-AI Summary

Arq, Inc. reported that it entered into a second amendment to its existing Credit, Security and Guaranty Agreement with MidCap Funding IV Trust and the lenders party to that agreement. The amendment updates how borrowing availability is calculated under the revolving credit facility and revises the company’s minimum liquidity covenant.

Under the revised covenant, the minimum liquidity required from December 10, 2025 through January 30, 2026 is set at $2.0 million. Beginning January 31, 2026 and at all times thereafter, the minimum liquidity requirement increases to $5.0 million. The full text of the amendment is filed as an exhibit for reference.

Rhea-AI Summary

ARQ, Inc. furnished an 8-K noting it issued a press release tied to the filing of its Quarterly Report on Form 10-Q for the period ended September 30, 2025, and posted an investor presentation covering the three and nine months ended that date.

The press release is furnished as Exhibit 99.1 and is not deemed “filed” under the Exchange Act. The filing includes standard forward‑looking statement cautions. The report was signed by CEO Robert Rasmus on November 5, 2025.

Rhea-AI Summary

Arq, Inc. filed an amended report to disclose its decision on how often stockholders will vote on executive pay. After reviewing the non-binding vote at the 2025 annual meeting, where stockholders favored annual votes, the company chose to hold Say-on-Pay advisory votes every year.

This annual frequency aligns with the Board’s prior recommendation in the proxy materials. The Board plans to re-evaluate the timing after the next required Say-on-Frequency vote, which will occur no later than the 2031 annual meeting of stockholders.

Rhea-AI Summary

Arq, Inc. disclosed that it issued a press release announcing the filing of its Quarterly Report for the period ended June 30, 2025 and posted an investor presentation on its website covering the three- and six-month results for that period. The report furnishes the press release as Exhibit 99.1 and includes an Inline XBRL cover page as Exhibit 104. The company states the furnished materials are not deemed "filed" under the Exchange Act and warns the press release contains forward-looking statements. This 8-K does not include any financial metrics or detailed results.

8-K