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. 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 257,751 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.