Welcome to our dedicated page for Cleveland-Cliffs SEC filings (Ticker: CLF), 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.
The Cleveland-Cliffs Inc. (NYSE: CLF) SEC filings page on Stock Titan provides access to the company’s regulatory disclosures as filed with the U.S. Securities and Exchange Commission. Cleveland-Cliffs is an Ohio-incorporated, North America-based steel producer focused on value-added sheet products for the automotive industry, and its filings offer detailed insight into its capital structure, operations, governance, and risk profile.
Users can review Current Reports on Form 8-K in which Cleveland-Cliffs reports material events such as quarterly and year-to-date financial results, capital markets transactions, and governance changes. For example, the company files 8-Ks under Item 2.02 to furnish earnings releases, and under Items 1.01 and 2.03 to describe the issuance of senior guaranteed notes due 2034, including interest rates, maturity, redemption provisions, guarantees by material domestic subsidiaries, and use of proceeds for redeeming existing notes or repaying borrowings under its asset-based credit facility.
Other 8-K filings document board appointments and director independence determinations, participation in the Nonemployee Directors’ Compensation Plan, and standard director and officer indemnification agreements. Filings related to underwritten public offerings of common shares and associated underwriting agreements, opinions, and consents are also included as exhibits to 8-Ks.
Through this page, investors can also connect to Cleveland-Cliffs’ annual and quarterly reports (such as Form 10-K and Form 10-Q) referenced in its 8-K risk discussions, which elaborate on risk factors including commodity price volatility, industry cyclicality, environmental regulation, and financing risks. Stock Titan’s platform pairs these filings with AI-powered summaries that highlight key terms, covenants, and risk disclosures, helping readers interpret complex indenture language, capital structure changes, and the implications of material events without reading every page of the original documents.
Cleveland-Cliffs Inc. reported an insider-related sale of 3,000,000 common shares executed on February 11, 2026 by a 2025 grantor retained annuity trust associated with Chairman, President & CEO Lourenco Goncalves. The shares were sold in open-market transactions at a weighted average price of $12.4191 per share, with individual trade prices ranging from $12.20 to $12.96. Following the transaction, Goncalves is reported as directly beneficially owning 3,015,486 common shares.
Cleveland-Cliffs has a holder that filed a notice of proposed sale for 3,000,000 shares of common stock through UBS Financial Services on the NYSE. The filing lists an aggregate market value of $36,540,000 and notes 569,707,468 shares outstanding, with an approximate sale date of February 11, 2026. The shares were accumulated over several years through open-market purchases, restricted stock unit and performance share unit vesting, stock option exercises, and other compensation-related awards.
Cleveland-Cliffs Inc. files its annual report outlining a fully integrated North American steel business centered on higher-margin automotive and electrical steels. The company runs mines, an HBI plant, scrap facilities, cokemaking and steel mills capable of about 20 million net tons of raw steel annually and employs roughly 25,000 people in the U.S. and Canada.
In 2024 it acquired Stelco, adding a low-cost Canadian flat-rolled mill and doubling spot-market exposure, while in 2025 it idled or closed several underperforming facilities and mines to streamline operations with limited impact on flat-rolled output. Management highlights strong liquidity, including $3.3 billion of cash and ABL availability as of December 31, 2025, long debt maturities and plans to use free cash flow and any asset-sale proceeds to deleverage.
The report emphasizes strength in automotive-grade steels under mostly fixed-price contracts, growing EV and electrical steel demand, and benefits from 50% U.S. Section 232 steel tariffs and Canadian steel tariffs that support domestic pricing. It also details new GHG reduction targets to 2035 and 2050, ongoing environmental capital spending, and numerous evolving air, water and climate regulations that could be material depending on final rules.
Cleveland-Cliffs Inc. reported fourth-quarter and full-year 2025 results, with quarterly revenue holding at $4.3 billion but losses persisting.
Fourth-quarter 2025 GAAP net loss was $235 million, or $0.44 per diluted share, improving from a $434 million loss a year earlier. Full-year 2025 revenue was $18.6 billion versus $19.2 billion in 2024, while the GAAP net loss widened to $1.4 billion, or $2.91 per share, from a $714 million loss.
Full-year Adjusted EBITDA fell sharply to $37 million from $773 million, though liquidity totaled $3.3 billion. Management cited auto-sector weakness and contract headwinds in 2025, but pointed to signed multi-year auto contracts, cost reductions, and an ongoing strategic partnership process with POSCO, targeting a definitive agreement in the first half of 2026. The company guided 2026 steel shipments to about 16.5–17.0 million net tons, with capital expenditures around $700 million.
Cleveland-Cliffs Inc. reported an insider share transaction by senior executive Kimberly A. Floriani, SVP, Controller & CAO. On January 5, 2026, Floriani surrendered 3,182 common shares at a price of $13.20 per share. According to the filing, this was a mandatory surrender of shares underlying restricted share units to cover the related tax liability incurred when those restricted share units paid out on that date, rather than a discretionary open-market sale. After this tax-related transaction, Floriani beneficially owned 68,852 common shares directly.
Cleveland-Cliffs executive reports tax-related share surrender
CLEVELAND-CLIFFS INC. executive Terry G. Fedor, EVP, Engineering & Technology, reported a Form 4 transaction dated January 5, 2026. He surrendered 6,922 common shares at $13.20 per share, classified as code F, which the filing explains was a mandatory surrender of shares underlying restricted share units to pay the related tax liability when those units paid out.
After this tax withholding event and a reconciliation adjustment, Fedor now beneficially owns 567,255 common shares of Cleveland-Cliffs directly. The transaction reflects tax handling of equity compensation rather than an open‑market sale.
Cleveland-Cliffs Inc. executive James D. Graham, EVP Chief Legal Admin & Sec, reported a Form 4 transaction involving company common shares. On January 5, 2026, he surrendered 13,991 common shares at $13.2 per share. The filing explains this was a mandatory surrender of shares underlying restricted share units to pay the related tax liability incurred in connection with the payout of those units. After this transaction, Graham beneficially owns 478,257.792 common shares directly.
Cleveland-Cliffs Inc. executive vice president and chief financial officer Celso L. Jr Goncalves reported a routine share withholding related to equity compensation. On January 5, 2026, he surrendered 18,775 common shares at $13.20 per share to cover tax obligations arising from the payout of restricted share units. After this transaction, he directly held 398,849.613 common shares of Cleveland-Cliffs.
Cleveland-Cliffs Inc. executive Keith Koci, EVP & President, CC Services, reported an automatic share disposition related to equity compensation. On January 5, 2026, 15,947 common shares were surrendered at $13.20 per share to cover taxes due on the payout of restricted share units. This was coded as a tax-related transaction (code F), not an open-market sale. After this withholding, Koci directly beneficially owns 527,528 common shares of Cleveland-Cliffs.
Cleveland-Cliffs Inc. executive Clifford T. Smith, EVP & Chief Operating Officer, reported a Form 4 transaction involving company common shares. On January 5, 2026, he surrendered 19,140 common shares at $13.20 per share, which the footnotes explain was a mandatory share surrender to cover taxes due on the payout of restricted share units. After this transaction, he beneficially owned 760,529 common shares directly and 100,106 common shares indirectly through a grantor retained annuity trust.