Calumet SEC Filings

Calumet, Inc. (CLMT) reported a director’s equity award activity. On November 6, 2025, the reporting person acquired 384 Restricted Stock Units (RSUs) and 128 RSUs at $0 per unit, reported as direct ownership.

Each RSU equals one share of Calumet common stock. The 384 RSUs are 100% vested and will be settled upon the earlier of a date specified by the reporting person or the reporting person’s termination date. The 128 RSUs, granted under the Deferred Compensation Plan, will be settled upon the earlier of a specified date or termination, with 25% vesting each July 1 beginning July 1, 2026.

Calumet, Inc. (CLMT) disclosed a Form 4 showing a director received two Restricted Stock Unit awards on 11/06/2025. The filings list 1,761 RSUs (100% vested, to be settled upon the earlier of a specified date or termination) and 587 RSUs (under the Deferred Compensation Plan, vesting 25% each July 1 beginning July 1, 2026). Both derivative positions are shown as Direct (D) ownership at a price of $0 per unit.

Calumet, Inc. (CLMT) reported a routine insider equity event. A director filed a Form 4 showing two grants of restricted stock units on 11/06/2025: 1,172 RSUs and 390 RSUs, each acquired at $0 and held directly. Each RSU represents the economic equivalent of one share of Calumet common stock.

The filing notes distinct settlement and vesting terms. The 1,172 RSUs are 100% vested and settle upon the earlier of a date specified by the reporting person or their termination date. The 390 RSUs, granted under a Deferred Compensation Plan, settle on the same trigger, with 25% vesting on July 1 of each year beginning July 1, 2026.

Calumet, Inc. reported a strong turnaround in Q3 2025. Sales were $1,078.0 million and gross profit jumped to $373.7 million. Operating income reached $322.9 million, and net income was $313.4 million (basic and diluted EPS $3.61), compared with a loss a year ago. For the first nine months, sales were $3,098.5 million and net income was $3.5 million.

Cash and cash equivalents were $94.6 million, with $80.0 million of restricted cash. Total assets were $2,733.9 million and total liabilities were $3,183.6 million, leaving stockholders’ equity at $(695.3) million. The RINs obligation stood at $133.0 million, down from $245.4 million at year-end.

Calumet closed the sale of assets related to the industrial portion of its Royal Purple business, receiving $95.4 million in cash and recording a $55.8 million gain. Financing cash flows included $781.8 million of proceeds from a DOE Loan. As of November 10, 2025, 86,754,321 common shares were outstanding.

Calumet, Inc. filed a Form 10‑Q/A to restate its unaudited Q2 2025 financials after identifying a cash flow classification error between operating and financing activities. The company states the restatement had no impact on revenue, net income (loss), or cash, cash equivalents and restricted cash.

For Q1 2025 and H1 2025, operating cash flows were increased by approximately $81.3 million and $76.9 million, respectively, with equal reductions to financing cash flows. The restated amounts show $29.3 million and $31.1 million of net cash used in operating activities and $109.0 million and $111.6 million of net cash provided by financing activities for the three months ended March 31, 2025 and the six months ended June 30, 2025, respectively.

Management concluded a material weakness in internal control over financial reporting related to preparing and reviewing statements of cash flows, and determined disclosure controls and procedures as of June 30, 2025 were ineffective. Q2 2025 results include a net loss of $147.9 million and H1 2025 a net loss of $309.9 million. As of June 30, 2025, the recorded RINs Obligation was $457.0 million.

Calumet, Inc. (CLMT) filed a Form 10‑Q/A to restate Q1 2025 cash flows after identifying a misclassification between operating and financing activities. The correction, which had no impact on revenue, net income (loss) or cash, reclassifies debt extinguishment and inventory financing items.

The company revised operating cash flows for the three months ended March 31, 2025 by +$81.3 million, changing net cash used in operating activities to $29.3 million, and reduced financing cash flows by the same amount to $109.0 million. For the six months ended June 30, 2025, the reclassifications total +$76.9 million to operating and an equivalent decrease to financing. Management concluded a material weakness in internal control over financial reporting existed as of March 31, 2025, rendering disclosure controls ineffective.

Q1 also reflects a $62.2 million gain on the sale of the industrial portion of the Royal Purple business, with $95.4 million cash proceeds used to reduce indebtedness. The RINs obligation was $362.6 million as of March 31, 2025. The company will file a Q2 2025 10‑Q/A for the same classification issue and advises relying only on the amended quarters.

Calumet, Inc. (CLMT) furnished quarterly results under Item 2.02. On November 7, 2025, the company reported results for the quarter ended September 30, 2025 via a press release, which is included as Exhibit 99.1.

Consistent with General Instruction B.2, the information is furnished, not filed, and is not subject to Section 18 liabilities. It will not be incorporated by reference into other filings unless expressly stated.

Calumet, Inc. (CLMT) announced non‑reliance on its unaudited interim financial statements for the periods ended March 31, 2025 and June 30, 2025, due to a cash flow classification error in the statements of cash flows. The company will restate those periods and file amended Quarterly Reports on Form 10‑Q.

The error misclassified amounts between operating and financing cash flows and had no impact on revenue, net income (loss), or cash and cash equivalents. For the three months ended March 31, 2025, operating cash flow is expected to improve by approximately $81.3 million to $29.3 million of net cash used, with financing cash flow reduced to $109.0 million provided. For the six months ended June 30, 2025, operating cash flow is expected to improve by approximately $76.9 million to $31.1 million of net cash used, with financing cash flow reduced to $111.6 million provided.

Management and the Audit Committee identified a material weakness in internal control over financial reporting related to cash flow statement preparation and review, and concluded disclosure controls and procedures for those periods were ineffective.

Calumet, Inc. (CLMT) reported an insider equity change by a director. On June 24, 2025, the director converted 3,796 Restricted Stock Units (RSUs) into an equal number of shares of common stock, shown as transaction code M. The shares were acquired at $0 per share, reflecting a standard RSU settlement rather than a market purchase.

Following the transaction, the director beneficially owns 3,796 shares directly. The filing indicates the RSUs were 100% vested and payable in either shares or cash; the settlement here delivered common stock. No sales were reported, and the derivative RSU balance is now 0.