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ClearSign Technologies Corp (CLIR) SEC Filings

CLIR NASDAQ

Welcome to our dedicated page for ClearSign Technologies SEC filings (Ticker: CLIR), 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.

Our SEC filing database is enhanced with expert analysis from Rhea-AI, providing insights into the potential impact of each filing on ClearSign Technologies's stock performance. Each filing includes a concise AI-generated summary, sentiment and impact scores, and end-of-day stock performance data showing the actual market reaction. Navigate easily through different filing types including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, proxy statements (DEF 14A), and Form 4 insider trading disclosures.

Designed for fundamental investors and regulatory compliance professionals, our page simplifies access to critical SEC filings. By combining real-time SEC filing updates, Rhea-AI's analytical insights, and historical stock performance data, we provide comprehensive visibility into ClearSign Technologies's regulatory disclosures and financial reporting.

Rhea-AI Summary

ClearSign Technologies Corporation (CLIR) reported second quarter 2026 results and operational progress. Revenue for the quarter was $560,000, up from $133,000 a year earlier, with a gross profit margin of 41%. The quarterly net loss narrowed by $373,000, driven largely by a $368,000 reduction in general and administrative expenses following lower legal costs.

Net cash used in operations was $1.2 million versus $511,000 in the prior-year quarter, and cash and cash equivalents totaled $9.9 million as of June 30, 2026. A subsequent private equity sale of 500,000 shares at $3.54 per share added about $1.7 million in net proceeds, giving a pro forma cash balance of roughly $11.6 million. Shares outstanding were 5,328,730 as of June 30 and 6.8 million as of August 8.

Operationally, ClearSign highlighted orders for six M1 midstream burners for top-tier West Texas operators, development of a licensing/royalty model with a heater manufacturer, progress on a 32-burner California refinery project and a 26-burner Gulf Coast petrochemical project, and growth of its flare line with full-system projects typically in the $750,000–$1.5 million range. A 36-burner Texas project is on hold pending customer financing. The board added former ExxonMobil global technology leader Larry Saddler.

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Rhea-AI Summary

ClearSign Technologies Corporation reported higher revenues but continued losses for the three and six months ended June 30, 2026. Quarterly revenue rose to $560 thousand from $133 thousand a year earlier, and six‑month revenue increased to $751 thousand from $534 thousand, driven by flare system deliveries, spare parts, CFD studies, and burner projects.

Despite this growth, the company recorded a net loss of $1.3 million for the quarter and $3.5 million year‑to‑date, modestly better than prior‑year losses. Year‑to‑date gross profit turned negative, mainly due to a large warranty accrual tied to 2025 burner installations. Cash and cash equivalents were $9.9 million with working capital of $8.8 million, supported by a June underwritten offering providing about $3.4 million in net proceeds and a July private placement adding approximately $1.75 million. Management states it expects to fund operations for over twelve months but continues to anticipate operating losses and reliance on equity financing.

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Rhea-AI Summary

ClearSign Technologies Corp filed an initial beneficial ownership report for Larry Michael Saddler, who is identified as a director of the company. The filing lists no reportable transactions, no derivative positions, and no holdings entries, indicating no equity ownership is being reported at this time.

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ClearSign Technologies Corporation appointed Larry M. Saddler, age 76, to its Board of Directors effective August 6, 2026, filling a previously vacant fifth directorship that remained open after the June 8, 2026 annual meeting. Saddler brings nearly 40 years of engineering, technology and operations leadership experience from ExxonMobil, including senior roles overseeing ultra-low NOx burner technologies and global fired equipment performance.

Under an offer letter consistent with ClearSign’s non-executive director compensation policy, Saddler will receive $60,000 in annual cash compensation, payable quarterly and optionally convertible into restricted stock units, plus $40,000 annually in non-statutory stock options granted quarterly, all under the Amended and Restated 2021 Equity Incentive Plan. He is also eligible for cash "Make-Whole Payments" tied to forfeited RSUs from his prior employer, subject to continued board service through each scheduled vesting date. He entered into ClearSign’s standard indemnification agreement, and the company stated there are no family relationships or related-party transactions requiring disclosure.

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ClearSign Technologies Corp, a Delaware corporation based in Tulsa, Oklahoma, filed a Form D for an exempt private equity offering under Rule 506(b) of Regulation D. This is a new notice for an offering in which the company reports having sold $1,770,000 USD of equity securities, with $0 USD remaining to be sold, and the date of first sale listed as July 22, 2026.

The issuer reports no finders’ fees, and identifies its Chief Executive Officer, Chief Financial Officer, and directors among the related persons. The company declines to disclose its revenue range.

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ClearSign Technologies Corp has a substantial shareholder group led by John M. Pasquesi and Otter Capital LLC, which together report beneficial ownership of 1,364,977 shares of common stock, representing 19.99% of the outstanding shares as of July 22, 2026.

Otter Capital LLC is the record owner of 1,343,477 common shares and holds Private Warrants for up to 663,331 shares at an exercise price of $10.50 per share, exercisable for five years from issuance. Due to a 19.99% ownership cap, only 21,500 warrant shares are currently exercisable. The warrants may be redeemed on 30 days’ notice if the common stock closes at or above $22.75 for 20 trading days in a 30-day period and an effective resale registration is in place. Total shares outstanding used for the ownership calculation are 6,807,080, including 500,000 shares issued to Pasquesi and Otter Capital LLC on July 22, 2026.

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Rhea-AI Summary

John M. Pasquesi, a more than 10% owner of ClearSign Technologies Corp (CLIR), reported that Otter Capital LLC purchased 500,000 shares of common stock on July 22, 2026 at $3.54 per share, increasing its indirect holdings to 1,343,477 shares. These share amounts reflect a 1-for-10 reverse stock split of ClearSign’s common stock effective March 16, 2026, and Pasquesi is the managing member of Otter Capital LLC.

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ClearSign Technologies Corporation entered into a waiver and financing transaction with existing stakeholders. Newbridge Securities Corporation, acting as underwriter, granted a waiver of certain lock-up restrictions in the May 28, 2026 Underwriting Agreement, solely to permit a private sale of common stock to Otter Capital LLC.

On July 21, 2026, ClearSign entered into a Stock Purchase Agreement with Otter Capital LLC, an existing stockholder holding more than 5% of the outstanding common stock, under which Otter purchased 500,000 shares of common stock at $3.54 per share, for aggregate gross proceeds of $1,770,000. The shares were issued as restricted securities without registration rights, under exemptions from registration provided by Section 4(a)(2) and/or Rule 506 of Regulation D.

The shares are subject to transfer restrictions and legends reflecting their unregistered status. ClearSign intends to use the net proceeds for general corporate purposes, including working capital, research and development, and marketing and sales. The private placement closed on July 22, 2026, and a related press release was issued on July 23, 2026.

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ClearSign Technologies Corporation recommenced an at-the-market stock offering that allows it to sell up to $6,875,000 in common shares under an existing sales agreement with H.C. Wainwright & Co., LLC. These potential share sales are covered by a previously effective Form S-3 shelf registration.

The company filed a new prospectus supplement dated July 6, 2026 to restart this program and included a legal opinion from Mitchell Silberberg & Knupp LLP as an exhibit confirming the validity of the placement shares.

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ClearSign Technologies Corporation is registering an at-the-market offering to sell up to $6,875,000 of its common stock under an existing sales agreement with H.C. Wainwright & Co., LLC. The offering is conducted pursuant to a prospectus supplement dated July 6, 2026 and the related Form S-3 shelf.

The sales may occur from time to time on Nasdaq or other U.S. trading venues, directly to market makers or to the sales agent as principal, at prevailing market prices. The company discloses a public float of $32,247,890 (based on 6,195,560 shares at $5.205 per share as of May 14, 2026) and states it will not sell in any 12-month period shares exceeding one-third of that public float while the public float remains under $75,000,000. Prior ATM activity during the last 12-calendar months totaled 894,447 shares for aggregate gross proceeds of $3,872,956. Proceeds are intended for working capital, R&D, marketing and general corporate purposes.

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FAQ

How many ClearSign Technologies (CLIR) SEC filings are available on StockTitan?

StockTitan tracks 62 SEC filings for ClearSign Technologies (CLIR), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for ClearSign Technologies (CLIR)?

The most recent SEC filing for ClearSign Technologies (CLIR) was filed on August 20, 2026.