Welcome to our dedicated page for CitroTech SEC filings (Ticker: CITR), 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.
CitroTech Inc. filings document the specialty chemical company’s public-company status, securities registration activity and material corporate events. The record includes registration statements for common stock, disclosures on NYSE American-listed shares, historical financial statements, customer and revenue information, preferred stock and subscription-agreement references, and risk and capital-structure matters tied to its fire inhibitor business.
Material-event filings cover the company’s completed name change from General Enterprise Ventures to CitroTech, outstanding warrant clarifications, executive transition arrangements, and the HexiTech joint venture agreement with Hexion for products incorporating CitroTech fire-retardant intellectual property. The filings also identify CitroTech as a Wyoming corporation and provide governance, agreement and securities details relevant to its reporting obligations.
CitroTech Inc. reported that investment entity BoltRock Holdings LLC restructured its preferred stock holdings through an exchange with the company. On May 28, 2026, BoltRock disposed of 302,526 shares of Series A Preferred Stock to the issuer and received 103,558 shares of Series C Convertible Preferred Stock for no additional cash consideration under a Stock Exchange and Stockholders Agreement.
Following the grant, BoltRock holds 199,232 shares of Series C Convertible Preferred Stock indirectly. Each Series C share is convertible at any time into 3.3333 shares of CitroTech common stock and has no expiration date; this new grant is linked in the filing to 345,193 shares of underlying common stock. The securities are held directly by BoltRock; Craig Huff is BoltRock’s managing member and a CitroTech director and disclaims beneficial ownership except for his pecuniary interest.
BoltRock Holdings LLC and Craig A. Huff report updated beneficial ownership in CitroTech Inc., holding 4,528,936 common shares on an as-converted basis, or about 19.2% of the class. This stake includes 3,357,467 common shares, 664,107 shares issuable from 199,232 Series C Convertible Preferred shares, and 507,362 shares issuable upon warrant exercise.
On May 28, 2026, CitroTech and BoltRock entered a Stock Exchange and Stockholders Agreement. BoltRock exchanged 302,526 Series A Preferred shares for 103,558 Series C Convertible Preferred shares for no additional consideration, and gained governance rights while holding at least 10% of CitroTech’s common stock on an as-converted basis.
For so long as this 10% threshold is met, BoltRock may appoint or replace one board member or a board observer, must consent for 12 months to any C‑suite hiring or termination, and must consent to specified related‑party arrangements. CitroTech also agrees to use commercially reasonable efforts to facilitate any equity sales by BoltRock.
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.
CitroTech Inc. reported a Q1 2026 net loss of $6.2 million, narrower than $10.9 million a year earlier, but revenue fell 64% to $344,915 as fire-related project activity declined.
Operating expenses rose to $4.8 million, driven largely by management and stock-based compensation of $3.1 million, including $2.1 million of performance-based equity. Operating cash outflow was $2.1 million, reducing cash to $4.3 million and working capital to $2.8 million.
The company discloses substantial doubt about its ability to continue as a going concern, stating current cash is not sufficient to fund commercial-scale production for the next twelve months and that additional equity or debt financing or strategic arrangements will be needed. CitroTech also highlights a new 50/50 joint venture with Hexion to commercialize its fire-retardant technology in treated wood markets.
CitroTech Inc. is furnishing an information statement to notify holders that the Board and holders of a majority of voting securities approved the CitroTech Inc. 2026 Equity and Incentive Plan on March 16, 2026. The Plan establishes a Share Pool of 1,000,000 shares of Common Stock available for awards and is expected to be effective on May 25, 2026. The statement notes that stockholders will not vote on the Plan because required approval was provided by holders of a majority of voting securities; the information statement is being mailed to record holders as of April 29, 2026 and mailed on or about May 5, 2026 in compliance with Section 14(c).
The information statement discloses governance and plan terms (award types, vesting discretion, repricing limits, transfer restrictions, tax treatment), executive compensation highlights for 2025 (including large RSU/PSU awards), outstanding equity and dilution context, material stockholder ownership concentrations, and related agreements with executives and consultants.
BoltRock Holdings LLC, an entity associated with CitroTech director and 10% owner Craig Huff, converted a 10% Senior Secured Convertible Promissory Note into 940,799 shares of Common Stock at a $2.40 conversion price per share. Following this conversion, BoltRock indirectly holds 3,357,467 CitroTech common shares.
In connection with extending the note’s maturity date to April 28, 2026, CitroTech issued BoltRock a warrant to purchase 46,250 additional common shares at an exercise price of $3.00 per share, with a five-year term beginning on its April 7, 2031 expiration date. Huff disclaims beneficial ownership except for his pecuniary interest.
BoltRock Holdings LLC and Craig A. Huff report beneficial ownership of 4,183,743 CitroTech common shares, representing about 20.0% of the company. This total includes 3,357,467 existing shares, plus 318,914 shares issuable from 95,674 Series C Shares and 507,362 shares issuable from warrants held by BoltRock.
On April 7, 2026, CitroTech issued BoltRock a five-year warrant to purchase 46,250 shares at $3.00 per share in connection with extending the maturity of a Convertible Note. On April 28, 2026, CitroTech issued 940,799 shares to BoltRock upon converting $2,222,000 of principal plus accrued interest at a $2.40 per share conversion rate. BoltRock also appointed Huff to CitroTech’s board on October 21, 2025 under an existing securities purchase and stockholders agreement.
CitroTech Inc. reported that an entity associated with its General Counsel was involved in a conversion of preferred stock into common shares. On April 21, 2026, the NewShell Family Trust converted 50,000 shares of Series C Convertible Preferred Stock into 166,667 shares of common stock, all reported as held indirectly. The reporting person disclaims beneficial ownership of the trust’s holdings except to the extent of any pecuniary interest.
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.
CitroTech Inc. CFO Warman Nanuk, through his wholly owned entity Nanuk Warman CPA Inc., converted preferred stock into common shares. An indirect holding of 53,339 shares of Series C Convertible Preferred Stock was converted into 177,794 shares of Common Stock at no stated cash price. After the conversion, the filing shows 0 shares of this preferred stock and 177,794 common shares held indirectly. Each preferred share was convertible into 3.3333 common shares, and the preferred stock has no expiration date.