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.
Cleveland-Cliffs Inc. filings document results of operations and financial condition for a vertically integrated steelmaker with a Steelmaking reportable segment. Form 8-K reports furnish quarterly and annual earnings releases, steel shipment information, revenues, liquidity, product-sales mix and exhibits formatted with Inline XBRL cover-page data.
The company’s formal disclosures also cover proxy governance, board composition, committee assignments and director compensation under its nonemployee director plan. Other filings record material agreements and capital-structure activity, including underwriting documents, shelf-registration exhibits, senior guaranteed notes, indenture supplements, guarantor arrangements and related legal opinions.
A holder of CLF common stock has filed a Form 144 notice to sell 200,000 shares through Fidelity Brokerage Services on the NYSE, with an aggregate market value of $2,092,082.63 and an approximate sale date of February 17, 2026.
The notice states that 570,390,499 common shares were outstanding. The shares to be sold were acquired as restricted stock compensation from the issuer over multiple vesting dates between 2014 and 2024, including grants such as 96,965 shares on February 19, 2019 and 50,901 shares on January 4, 2022.
Cleveland-Cliffs Inc. director Edilson Camara bought 19,700 common shares in an open-market transaction. The purchase took place on February 13, 2026 at a weighted average price of $10.1333 per share, with individual trade prices ranging from $10.12 to $10.14.
Following this transaction, Camara directly owns 41,983 Cleveland-Cliffs common shares. The filing notes that detailed trade-by-trade pricing within the reported range is available upon request to the company, its shareholders, or the SEC staff.
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.