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.
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.
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 257,299 common shares directly and 29,361 common shares indirectly through a personal company.