STOCK TITAN

CitroTech Inc. 8-K Filings

CITR NYSE

Every 8-K that CitroTech Inc. (CITR) 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 CITR 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 CITR filings page.

Rhea-AI Summary

CitroTech Inc. (CITR) disclosed that it amended its Stock Exchange and Stockholders Agreements with BoltRock Holdings, LLC and TC Special Investments LLC. Each investor no longer has a contractual right to appoint a director; instead, while it and its affiliates hold at least a formula-based percentage of CitroTech’s voting power, it may designate one nominee for election to the board, and in some cases a non-voting board observer. These rights adjust automatically with board size and terminate if the ownership threshold is not met, and remain subject to legal and NYSE American requirements.

CitroTech also furnished an extensive investor presentation describing its citric-acid-based wildfire protection platform, the HexiTech joint venture with Hexion, and its strategy toward federal U.S. Forest Service Qualified Products List access. The presentation reiterates a going concern uncertainty previously disclosed, noting cash of $2.5 million and working capital of $3.0 million as of June 30, 2026, no debt, operating cash use of about $1.0 million per quarter, and a commitment by Hexion of up to $6.0 million for joint-venture capital contributions, while the company evaluates additional financing alternatives.

Rhea-AI Summary

CitroTech Inc. reported that directors Theodore Ralston and Jeffery Pomerantz resigned from its board on June 12, 2026, with the company stating their departures did not arise from any dispute with management or the board.

On June 17, 2026, the board appointed Michael Feigin, a 66-year-old executive with more than 35 years of construction and real estate leadership experience, to fill one of the two vacancies. He joins the audit and compensation committees and will chair the nominating and corporate governance committee, receiving standard non‑executive director compensation.

Rhea-AI Summary

CitroTech Inc. entered into Stock Exchange and Stockholders Agreements with holders of its Series A Preferred Stock. The company reacquired 1,666,667 Series A shares and, at closing, issued 103,558 shares of new Series C Convertible Preferred Stock to BoltRock Holdings, LLC, with a further 467,012 Series C shares to be issued to TC Special Investments LLC 18 months after closing or earlier upon certain change-of-control events.

After these exchanges, no Series A Preferred Stock remains outstanding. The agreements grant the holders board designation or observer rights while they remain 10% holders, registration rights for the Series C Preferred Stock, and limited consent rights for BoltRock for a period after closing. CitroTech reported these issuances under the unregistered equity sales item and relied on the Section 4(a)(2) exemption of the Securities Act.

Rhea-AI Summary

CitroTech Inc. has entered a joint venture with Hexion Inc. to form HexiTech LLC, a 50/50-owned company focused on developing and commercializing products using CitroTech’s fire-retardant technologies within a defined field of use.

Under a new limited liability company agreement, CitroTech licenses its fire suppression and fire-retardant intellectual property to HexiTech, while Hexion contributes specified assets. Hexion has also agreed to provide CitroTech with advances of up to $6.0 million through December 31, 2027 to help fund CitroTech’s capital contributions, with 18‑month repayment terms and priority in distributions. Distributions are generally pro rata, but Hexion is entitled to receive 85% of distributions until commercialization targets are met.

Rhea-AI Summary

CitroTech Inc. announced a leadership change and detailed a Transition Agreement with Chief Technology Officer Stephen Conboy. Effective March 31, 2026, he resigned as CTO and any other positions and became an outside advisor to the CEO during a 90-day transition period ending June 30, 2026.

During this period, he will not participate in internal management or day-to-day operations, but will assist with transferring relationships and information on inventions in development. In return, he will receive $10,000 per month, reimbursement of pre-approved expenses, and up to $200,000 of specified product advances.

After the transition, Mr. Conboy receives an exclusive right to sell specified products and systems in a defined Lake Tahoe/Truckee territory, subject to minimum gross sales thresholds of $500,000 in 2026 and $2,000,000 in 2027 and thereafter. He may buy products at preferred pricing and the parties will negotiate a separate affiliate agreement for commissions in that territory.

The agreement includes equity-related terms. If the Company closes at least $10,000,000 of outside financing, it may elect to purchase, or register for resale, up to $1,000,000 of his existing common shares and imposes limits on his post-transition share sales and ownership. Once annual gross revenue exceeds $10,000,000, the Company will deliver $1,500,000 worth of restricted common shares each year starting December 1 until a $7,500,000 royalty is fully satisfied, with offsets for product advances and ownership limits. The agreement also contains a broad release, confidentiality, restrictive covenants, non-disparagement, and remedies including potential liquidated damages. The Company states that his resignation did not result from any disagreement over operations, policies, or practices.

Rhea-AI Summary

CitroTech Inc., formerly General Enterprise Ventures, Inc., reported that it changed its corporate name effective January 22, 2026 by amending its Articles of Incorporation in Wyoming. The Wyoming Secretary of State issued a Certificate of Name Change the same day.

The company also corrected a clerical error from its Form 10-Q for the quarter ended September 30, 2025. That report had stated that warrants to purchase 778,566 common shares were cancelled, but they remain outstanding. As of this report, 111,898 placement agent warrants are outstanding, exercisable at $2.64 per share and expiring on September 7, 2030, and 500,001 underwriter warrants are outstanding, exercisable at $0.06 per share and expiring on March 7, 2030. The company states this correction does not materially affect prior financial statements, liquidity, or results of operations and will be reflected in its next periodic report.