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.’s Chairman, President & CEO Lourenco Goncalves reported an automatic share withholding tied to equity compensation. On January 5, 2026, he surrendered 84,229 common shares at $13.20 per share to cover taxes due on the payout of restricted share units. After this tax-related transaction, he directly held 3,015,486 common shares.
The filing also shows changes in how his indirect holdings are structured. Prior indirect positions through 2023 and 2024 grantor retained annuity trusts now show 0 shares, while a 2025 grantor retained annuity trust holds 3,000,000 common shares. These trust-related updates are described as exempt changes in the form of beneficial ownership and an exempt contribution of shares.
Cleveland-Cliffs Inc. director reported routine equity-based compensation activity. On 01/02/2026, the director received 1,506 common shares at $13.28 per share as payment of the quarterly board retainer, under an election to take 50% of the retainer in stock through the company’s Nonemployee Director Retainer Share Election Program. On the same date, the director surrendered 452 shares at $13.28 per share to cover tax liabilities related to this award. Following these transactions, the director beneficially owns 257,751 common shares directly and 29,361 common shares indirectly through a personal company.
Cleveland-Cliffs Inc. director reports stock retainer grant
A Cleveland-Cliffs Inc. director reported receiving 3,012 common shares on 01/02/2026. These shares were issued in lieu of cash as payment of the director’s quarterly retainer for the first quarter, based on the director’s election to participate at 100% in the company’s Nonemployee Director Retainer Share Election Program. The shares were valued at $13.28 per share for this transaction.
After this grant, the director beneficially owns 54,242 common shares in direct ownership. The filing is an administrative disclosure of routine equity-based director compensation rather than an open-market trade.
Cleveland-Cliffs Inc. director reported receiving common shares as part of board compensation. On 01/02/2026, the director acquired 3,012 common shares at $13.28 per share. These shares were issued as payment of the director’s quarterly retainer for the first quarter, based on the director’s election to receive compensation in stock under the Cleveland-Cliffs Inc. Nonemployee Director Retainer Share Election Program at a 100% participation level. Following this transaction, the director beneficially owns 102,937 common shares, held directly.
Cleveland-Cliffs (CLF) reported an insider equity award. A company director acquired 5,633 common shares on 11/12/2025 at $0, coded “A” for an acquisition. The filing states these are restricted shares granted on a pro rata basis as the 2025 Director Restricted Shares under the 2021 Nonemployee Directors' Compensation Plan.
Following the grant, the reporting person beneficially owns 22,283 shares, held directly. This is a routine compensation-related Form 4 disclosure.
Cleveland-Cliffs Inc. (CLF) disclosed an initial statement of beneficial ownership on Form 3 for a reporting person serving as a Director. As of the event date 11/12/2025, the individual reported 16,650 Common Shares held in direct (D) ownership.
No derivative securities were reported in Table II. The filing includes Exhibit 24 – Power of Attorney, and the Form 3 was signed by James D. Graham under power of attorney on 11/14/2025.
Cleveland-Cliffs Inc. appointed Edilson Camara to its Board of Directors, effective November 12, 2025. The Board determined he is independent under the company’s standards, which align with current NYSE director independence rules. He will serve on the Compensation and Organization Committee.
As a nonemployee director, Camara will receive compensation consistent with other nonemployee directors, participate in the 2021 Nonemployee Directors’ Compensation Plan, receive a prorated restricted share award based on grant date fair value, and quarterly retainer fees. The company also expects to enter into a standard Director and Officer Indemnification Agreement with him as previously filed.
Cleveland-Cliffs Inc. (CLF) filed an 8-K noting it has furnished key exhibits to its effective shelf registration on Form S-3 (Registration No. 333-291146). The filing includes an Underwriting Agreement dated October 29, 2025 with UBS Securities LLC as sole underwriter, plus an opinion and consent from Jones Day.
These exhibits formalize the legal and underwriting framework tied to the company’s S-3 program. CLF’s common shares trade on the NYSE under the symbol CLF.
Cleveland-Cliffs Inc. is offering 75,000,000 common shares in a primary underwritten transaction. The underwriter agreed to purchase the shares at $12.69 per share, resulting in $951,750,000 of proceeds to the company before expenses. The company estimates net proceeds of approximately $950.9 million and granted a 30‑day option for up to 11,250,000 additional shares at the same price.
The company plans to use proceeds to repay borrowings under its ABL Facility, with any remainder for general corporate purposes. Common shares outstanding were 494,707,468 as of October 22, 2025, and are expected to be 569,707,468 after this offering, or 580,957,468 if the option is fully exercised. CLF shares trade on the NYSE; the last reported sale price was $14.09 on October 28, 2025.
Cleveland-Cliffs Inc. launched a primary offering of 75,000,000 common shares under a preliminary prospectus supplement. The sole underwriter is UBS Securities LLC, which also has a 30-day option to purchase up to an additional 11,250,000 shares.
The company states it intends to use the net proceeds to repay borrowings under its asset-based revolving credit facility. As of October 24, 2025, borrowings under the ABL Facility were approximately $1,471 million at a weighted average interest rate of 5.86% per year.
Shares outstanding were 494,707,468 as of October 22, 2025. The company estimates 569,707,468 shares outstanding immediately after this offering, or 580,957,468 if the underwriter’s option is exercised in full. The common shares trade on the NYSE under the symbol CLF.