ClearSign halts unused $10.39M ATM prospectus
On May 26, 2026, ClearSign Technologies Corporation suspended use of and terminated its existing at-the-market prospectus supplement, which had allowed sales of up to $10.39 million of common stock under a Form S-3 shelf registration.
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Form Type
8-K
Rhea-AI Filing Summary
On May 26, 2026, ClearSign Technologies Corporation suspended use of and terminated its existing at-the-market prospectus supplement, which had allowed sales of up to $10.39 million of common stock under a Form S-3 shelf registration.
The company confirms that no shares were sold under this at-the-market facility and the full $10.39 million capacity remained unused when the supplement was terminated. The underlying At The Market Offering Agreement with H.C. Wainwright & Co. remains in effect, but ClearSign will not sell shares under it unless a new prospectus supplement is filed with the SEC.
8-K Event Classification
2 items: 8.01, 9.01
2 items
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
ATM capacity: $10.39 million
Shelf registration form: Form S-3
Shelf effectiveness date: July 28, 2025
+2 more
5 metrics
ATM capacity
$10.39 million
Maximum common stock sales under terminated ATM prospectus supplement
Shelf registration form
Form S-3
Shelf registration statement supporting the ATM prospectus supplement
Shelf effectiveness date
July 28, 2025
Effective date of Form S-3 shelf registration statement
ATM agreement date
July 17, 2025
Date of At The Market Offering Agreement with H.C. Wainwright
ATM suspension date
May 26, 2026
Date ClearSign suspended use of and terminated the ATM prospectus supplement
Key Terms
At The Market Offering Agreement, prospectus supplement, shelf registration statement, Form S-3, +1 more
5 terms
At The Market Offering Agreement financial
"relating to the At The Market Offering Agreement, dated July 17, 2025, by and between the Company and Wainwright"
An at-the-market offering agreement is a contract that lets a company sell newly issued shares directly into the open market through a broker, at whatever price the stock is trading at that moment. For investors this matters because it can increase the number of shares available (which may dilute existing ownership) while providing a flexible, often faster way for the company to raise cash without fixing a price, similar to a vendor selling small batches at current market stalls rather than setting a single fixed price.
prospectus supplement regulatory
"it suspended the use of and terminated the prospectus supplement filed with the Securities and Exchange Commission on July 17, 2025"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
shelf registration statement regulatory
"which forms a part of the Company’s “shelf” registration statement on Form S-3"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
Form S-3 regulatory
"the Company’s “shelf” registration statement on Form S-3 (File No. 333-288736) that became effective on July 28, 2025"
Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.
Inline XBRL technical
"Cover Page Interactive Data File (embedded within the Inline XBRL document)"
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did ClearSign Technologies (CLIR) announce regarding its at-the-market offering?
ClearSign Technologies suspended and terminated its existing at-the-market prospectus supplement. This supplement had allowed sales of common stock under a Form S-3 shelf. The underlying At The Market Offering Agreement remains in effect, but no sales will occur unless a new prospectus supplement is filed.
How large was ClearSign Technologies' (CLIR) at-the-market capacity that was terminated?
The terminated prospectus supplement covered up to $10.39 million in common stock. This capacity was established under an at-the-market agreement with H.C. Wainwright & Co. and formed part of a shelf registration statement on Form S-3 effective July 28, 2025.
Is ClearSign Technologies' (CLIR) At The Market Offering Agreement still active?
Yes, the At The Market Offering Agreement remains in full force and effect. Only the related prospectus supplement was suspended and terminated. ClearSign states it will not sell common shares under the agreement unless and until it files a new prospectus supplement with the SEC.
Which filing originally established ClearSign Technologies' (CLIR) ATM capacity?
The capacity was tied to a prospectus supplement filed on July 17, 2025. This supplement formed part of ClearSign’s shelf registration statement on Form S-3, file number 333-288736, which became effective on July 28, 2025, supporting at-the-market sales of common stock.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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