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ClearSign Technologies Corp director Lou Basenese received a grant of stock options as part of his quarterly board compensation. On the grant date, he was awarded non-statutory options to purchase 4,595 shares of common stock at an exercise price of $3.67 per share.
The options were granted under ClearSign’s Amended and Restated 2021 Equity Incentive Plan pursuant to the company’s non-employee director compensation policy and became fully vested and exercisable immediately. Following this grant, Basenese holds 4,595 non-statutory stock options directly.
Silva Gil Todd reported acquisition or exercise transactions in this Form 4 filing.
ClearSign Technologies director Gil Todd Silva received new equity awards as compensation for service as a non-employee director for the quarter ended June 30, 2026. The awards include 4,595 non-statutory stock options to buy common shares at $3.67 per share, expiring on June 29, 2036, which were fully vested and exercisable on the grant date.
Silva was also granted 4,087 restricted stock units, each representing one share of common stock or its cash equivalent. These RSUs will vest upon the first to occur of a change in control, disability, death, or separation from service. Following these grants, Silva holds 4,595 options and 19,576 RSUs directly.
ClearSign Technologies director Anthony Digiandomenico received a grant of stock options as compensation. On the grant date, he was awarded non-statutory stock options covering 4,595 shares of ClearSign common stock under the Amended and Restated 2021 Equity Incentive Plan.
The options have an exercise price of $3.67 per share, expire on June 29, 2036, and were fully vested and exercisable immediately. Following this grant, his directly held derivative position reported in this filing consists of 4,595 non-statutory stock options linked to ClearSign common stock.
ClearSign Technologies Corporation completed the sale of 116,667 additional shares of common stock through the full exercise of the underwriter’s over-allotment option, generating net proceeds of approximately $470,858.
These funds will be used for working capital, research and development, marketing and sales, and other general corporate purposes, adding to the company’s financial resources following its previously closed underwritten public offering of 777,780 shares at $4.33 per share.
ClearSign Technologies Corporation held its 2026 annual stockholder meeting, with 3,666,852 common shares present or represented by proxy, equal to 67.79% of voting power, which was sufficient for a quorum. Stockholders had one vote per share as of April 13, 2026.
All four director nominees—Louis J. Basenese, Colin James Deller, Anthony DiGiandomenico, and G. Todd Silva—were re-elected to the board. Stockholders also approved, on an advisory basis, the appointment of BPM CPA LLP as independent registered public accounting firm for the 2026 fiscal year.
In addition, stockholders approved the amended and restated 2021 Equity Incentive Plan, endorsed on an advisory basis the compensation paid to named executive officers, and approved an adjournment proposal allowing one or more adjournments of the meeting to solicit additional proxies if needed in the future.
ClearSign Technologies Corporation is selling 777,780 shares of common stock in a firm-commitment underwritten public offering at $4.33 per share. The company granted the underwriter a 30-day option to purchase up to 116,667 additional shares to cover over-allotments.
ClearSign expects net proceeds of approximately $2.94 million, which it plans to use for working capital, research and development, marketing and sales, and general corporate purposes. The offering, made under an effective Form S-3 shelf registration, is expected to close on or about June 1, 2026, and is primarily placed with existing stockholders.
Under the underwriting and related lock-up agreements, the company, its executive officers and directors generally agree not to sell additional common stock or related securities for 90 days, with a limited exception allowing sales under an existing at-the-market agreement beginning 30 days after the underwriting agreement date.
ClearSign Technologies is offering 777,780 shares of its common stock at a public offering price of $4.33 per share under a prospectus supplement to its Form S-3. The company granted the underwriter a 30-day option to purchase up to an additional 116,667 shares.
The prospectus states proceeds to ClearSign, before expenses, of $3,165,720.16 and estimates net proceeds of approximately $2,941,686. Shares outstanding are shown as 5,412,633 before the offering and 6,190,413 after giving effect to the sale. The offering is subject to a 90-day lock-up for officers and directors and customary closing conditions.
ClearSign Technologies Corporation filed a preliminary prospectus supplement under its effective Form S-3 shelf to offer shares of its common stock.
The supplement describes offering mechanics (price, underwriting discounts, and an underwriter over-allotment option) but leaves specific offering quantities and pricing blank in the excerpt. It discloses a 1-for-10 reverse stock split effective March 16, 2026, reports 5,412,633 shares outstanding as of May 28, 2026, a public float calculation of $36,786,497 based on 5,300,648 shares at $6.94 per share (April 6, 2026), notes suspension of its ATM program on May 26, 2026, and records a purchase order for an M1 Series burner expected for delivery in Q3 2026. The prospectus supplement states proceeds will be used for working capital, R&D, marketing and general corporate purposes.
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.
ClearSign Technologies reported first quarter 2026 results with approximately $200,000 in revenue, down from about $400,000 a year earlier, mainly due to lower spare parts deliveries. Gross profit declined after a $410,000 warranty accrual tied to potential modifications at a California refinery.
Net loss increased by $114,000 year over year, partially offset by a $369,000 reduction in general and administrative expenses, largely from lower legal costs. The company used about $1.3 million in operating cash in the quarter and held roughly $7.7 million in cash and cash equivalents as of March 31, 2026, with about 5.4 million shares outstanding following a 1-for-10 reverse stock split.
Operationally, ClearSign highlighted a multi-phase 32-burner project for a California refinery, a 36-burner order for a Texas facility focused on performance gains, additional “M” Series burner orders through Tulsa Heaters Midstream, and a fifth low-emission flare order in California. The company also reported successful sub-5 ppm NOx testing of its ClearSign Core Gen 2 flexible-fuel burner under a DOE SBIR program and a well-attended technology demonstration at Zeeco’s facility.