Welcome to our dedicated page for Clearfield SEC filings (Ticker: CLFD), 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.
This page provides access to U.S. Securities and Exchange Commission (SEC) filings for Clearfield, Inc. (NASDAQ: CLFD), a Minnesota-based manufacturer of fiber optic management, protection, and delivery products for communications networks. Investors can review Clearfield’s regulatory disclosures to understand how the company reports on its operations, governance, and financial condition.
Clearfield’s filings include current reports on Form 8-K, which disclose material events such as financial results, governance changes, and significant transactions. Recent 8-K filings describe quarterly and annual earnings announcements, the divestiture of the Nestor Cables business through a share sale and purchase agreement, amendments to the company’s Amended and Restated Bylaws, and changes in the composition of the Board of Directors.
Through its 8-K disclosures, Clearfield has outlined bylaw amendments implementing proxy access, addressing universal proxy card rules, clarifying procedures for shareholder meetings, and establishing exclusive forum provisions for certain internal corporate claims and Securities Act claims. Other 8-Ks report on the appointment of new directors, planned retirements of existing directors, and the entry into definitive agreements related to business divestitures.
In addition to 8-Ks, investors typically consult annual reports on Form 10-K and quarterly reports on Form 10-Q (when available) for detailed information on Clearfield’s financial performance, risk factors, and business description. These periodic reports complement the company’s earnings press releases by providing more extensive narrative and financial statement data.
Stock Titan’s filings page is designed to surface Clearfield’s SEC submissions as they appear on EDGAR and to pair them with AI-powered summaries that explain key points in accessible language. Users can quickly identify which filings address topics such as share repurchase authorizations, strategic divestitures, bylaw changes, or governance updates, and then drill into the full documents for deeper analysis. This helps investors, analysts, and researchers navigate Clearfield’s regulatory history and understand the context behind movements in CLFD stock.
Clearfield, Inc. director Donald R. Hayward reported an open-market sale of company stock. On February 19, 2026, he sold 3,595 shares of Clearfield common stock at a weighted average price of about $32.00 per share, with individual trade prices ranging from $32.00 to $32.06. After this transaction, he directly holds 10,870 shares of Clearfield common stock.
Clearfield, Inc. insider Ronald G. Roth reports his beneficial ownership of the company’s common stock in an amended Schedule 13G. He reports beneficial ownership of 1,456,024 shares, made up of 1,279,264 shares held directly and 176,760 shares held by his spouse as of December 31, 2025.
This position represents 10.5% of Clearfield’s common stock, based on 13,838,883 shares outstanding as of December 31, 2025, as referenced from the company’s Form 10-Q. Roth reports sole voting and dispositive power over the 1,279,264 directly held shares and shared voting and dispositive power over the 176,760 shares held by his spouse.
He also certifies that the securities were not acquired and are not held for the purpose of changing or influencing control of Clearfield and are not held in connection with any control-related transactions, other than activities solely in connection with a nomination under the specified SEC proxy rule.
Clearfield, Inc. reported net sales of $34.3 million for the three months ended December 31, 2025, up about 16% from a year earlier, driven by stronger Community Broadband and international demand. Gross margin improved to 33.2%, helped by lower excess inventory charges.
The company still posted a net loss of $0.6 million (loss of $0.04 per share), narrowing from a $1.9 million loss a year ago. Continuing operations lost $0.3 million, while discontinued Nestor Cables operations lost $0.3 million after their sale closed on November 11, 2025.
Clearfield ended the period with $156.7 million in cash, cash equivalents and investments and no borrowings on its $40 million credit line. Order backlog was $22.8 million, slightly below both the prior quarter and prior year, reflecting seasonality and faster lead times. The company repurchased $5.3 million of stock and remains exposed to customer concentration, with its two largest distributors accounting for about 31% of quarterly sales.
Clearfield, Inc. filed a current report to share that it has released financial results for its first quarter of fiscal 2026, which ended on December 31, 2025. The company delivered these results in a separate press release that is attached as Exhibit 99.1.
The report states that this earnings information is being furnished rather than filed, which affects how it is treated under securities laws. No specific revenue, profit, or other financial figures are included in this document itself.
Clearfield, Inc. is asking shareholders to vote at a virtual annual meeting on February 26, 2026, on electing eight directors, approving an advisory vote on executive compensation, and ratifying its independent auditor. Shareholders of record as of December 29, 2025, holding 13,846,718 common shares, may participate and vote online using a 16-digit control number. The company highlights strong fiscal 2025 results, with net sales of $150.1 million, up 20% from $125.6 million, gross margin improving to 33.7%, and net income from continuing operations of $6.3 million compared with a prior-year loss. Clearfield also repurchased 550,766 shares for about $16.5 million and ended the year with $166 million in cash, short- and long-term investments and low debt. The proxy emphasizes pay-for-performance, heavy use of performance-based incentives and PSUs, and notes prior say-on-pay support of nearly 97%, alongside extensive governance practices such as an independent board chair, annual director elections, proxy access, and robust clawback and stock ownership policies.
Clearfield, Inc.'s Chief Commercial Officer reports initial share ownership. A Form 3 shows the officer beneficially owns 27,314 shares of Clearfield common stock, held directly. The filing date of the reportable event is 12/10/2025, and no derivative securities such as options or warrants are listed as beneficially owned.
Clearfield, Inc. insider Ronald G. Roth, the company’s chairman of the board and a 10% owner, reported buying 10,000 shares of common stock on December 15, 2025. The trade was coded as a purchase at a weighted-average price of $30.06 per share, with individual transactions occurring between $29.85 and $30.25.
After this transaction, Roth beneficially owns 1,279,264 Clearfield shares directly, plus an additional 176,760 shares held indirectly through his spouse.
Clearfield, Inc. director and chief executive officer Cheryl Beranek reported a disposition of 1,960 shares of Clearfield common stock on 12/11/2025 in a transaction coded "G" at a price of $0 per share.
After this transaction, she directly beneficially owns 511,831 shares of Clearfield common stock.
Clearfield, Inc. updated its bylaws to add proxy access and align director elections with newer proxy and governance rules. The Board approved a provision allowing a shareholder, or a group of up to 20 shareholders, that has owned at least 3% of the company’s outstanding common stock continuously for three years to include up to two director nominees, or 20% of the Board (whichever is greater), in the company’s proxy materials if detailed requirements in the bylaws are satisfied.
The amendments also require shareholder-nominated directors to complete the same questionnaires used for Clearfield’s directors and require shareholders soliciting proxies for director nominees to certify compliance with SEC universal proxy rules and provide evidence upon request. Nominations can be treated as null and void if those rules are not followed. Additional changes reserve the white proxy card for the Board, clarify how shareholder meetings are chaired and conducted, and require certain internal corporate claims to be brought in Minnesota courts and Securities Act claims in U.S. federal district courts.
Clearfield, Inc. reported that one of its directors acquired 326 shares of its common stock on 12/10/2025. The shares were acquired at a stated price of $0, indicating they were granted as equity compensation rather than bought in the market. After this grant, the director beneficially owns 326 shares directly. The restrictions on these shares lapse on the one-year anniversary of the grant date, so the stock becomes fully available only after that vesting period.