Every 8-K that ClearOne, Inc. (CLRO) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow CLRO and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full CLRO filings page.
ClearOne, Inc. (CLRO) reports that a stockholder holding at least a majority of its voting power approved by written consent two equity issuances. The approval covers a potential Unit Issuance of units consisting of one share of common stock and one warrant to purchase one share of common stock for aggregate gross proceeds of up to $15,000,000 at a price below the Nasdaq “Minimum Price”, which may result in issuing 20% or more of the company’s outstanding common stock or voting power. It also covers an Advisor Stock Issuance of common shares to First Finance, Ltd., Betelgeuse Capital Advisors Inc., Gang3 Capital Ltd. and JJK Holdings Ltd., which likewise may reach the 20% threshold. First Finance, Ltd., holding 1,641,162 common shares and approximately 61.3% of the voting power as of August 24, 2026, provided the consent. An information statement on Schedule 14C will be mailed to holders of record as of that date, and the issuances will be effected no earlier than 20 calendar days after mailing.
ClearOne, Inc. entered into advisor agreements with First Finance Ltd., Betelgeuse Capital Advisors Inc., Gang3 Capital Ltd. and JJK Holdings Ltd. in connection with past and ongoing advisory services tied to an Agreement and Plan of Merger with CLRO Merger Sub, Inc., Cortigent, Inc. and Vivani Medical, Inc. As compensation, ClearOne agreed to issue 25,000 common shares to First Finance, 90,000 to Betelgeuse, 140,000 to Gang3 and 600,000 to JJK Holdings. Each advisor agreement is effective as of June 1, 2026 and continues until services are completed or the advisor gives ten business days’ written notice, which ClearOne may waive. First Finance is a majority stockholder, and director Eric Boehnke exercises voting and dispositive power over the common shares beneficially owned by Gang3 Capital, highlighting related-party aspects of these arrangements.
ClearOne, Inc. outlines several corporate actions tied to its planned acquisition of Cortigent. On August 4, 2026 it entered into a warrant cancellation agreement with First Finance Ltd., cancelling warrants to purchase up to 437,500 common shares at $5.00 per share that were exercisable for two years.
On July 31, 2026 ClearOne executed an employment agreement with chief financial officer Simon Brewer, effective upon completion of the Cortigent acquisition. The agreement provides a $300,000 annual base salary, eligibility for a discretionary bonus, and options for up to 200,000 shares at the price of related financing, vesting 25% on each anniversary of the employment agreement, plus six months salary and COBRA benefits if terminated without cause or if he resigns for good reason.
On August 3, 2026 First Finance Ltd., holding approximately 61.3% of the company’s voting power, delivered written consent approving issuance of 12,500,000 common shares in connection with the merger, representing more than 20% of outstanding common stock and resulting in a change of control under Nasdaq Listing Rules 5635(a) and 5635(b), and adopting the 2026 Omnibus Incentive Plan. ClearOne plans to complete these actions no earlier than 20 calendar days after mailing a Schedule 14C information statement to stockholders of record as of July 31, 2026.
ClearOne, Inc. has entered into a definitive merger agreement to acquire Cortigent, Inc., issuing 12,500,000 ClearOne shares to Vivani Medical as consideration. After closing, Vivani is anticipated to own about 59.4%–67.5% of the combined company, while current ClearOne shareholders are expected to hold roughly 12.7%–14.4%.
The combined company will be renamed Cortigent Holdings, Inc. and is expected to trade on Nasdaq under the ticker “CRGT.” ClearOne plans a concurrent Form S-1 unit financing to raise between $10,000,000 and $15,000,000, and will observe a 12‑month equity issuance moratorium with limited exceptions. New leadership and board members drawn from both sides will oversee a neuromodulation-focused business built around Cortigent’s precision neurostimulation technology.
ClearOne, Inc. entered into a new Loan Agreement with First Finance Ltd. under which First Finance agreed to lend the company up to $1,000,000 in total. The loan is structured in tranches, starting with an initial $500,000 draw and additional $250,000 tranches on mutually agreed dates.
The loan carries an 11% annual interest rate, calculated daily, and matures on the earlier of six months after June 30, 2026 or another date agreed in writing. It includes customary events of default that can accelerate repayment. ClearOne plans to use the proceeds for general working capital needs.
ClearOne, Inc. has completed a legal reincorporation from Delaware to Nevada effective April 22, 2026, at 4:00 p.m. Eastern Time. The company’s name remains ClearOne, Inc., and its business, assets, liabilities, and operations are unchanged.
ClearOne is now governed by Nevada law, along with new Nevada Articles of Incorporation and Nevada Bylaws. The Nevada Articles authorize 200,000,000 shares of capital stock, including 150,000,000 shares of common stock and 50,000,000 shares of preferred stock, both with a par value of $0.001 per share.
Of the preferred stock, 2,069,065 shares are designated as Class A Redeemable Preferred Stock and 5,100 shares as Class B Convertible Preferred Stock, with detailed rights set out in schedules to the Nevada Articles. The company’s common stock continues to trade on The Nasdaq Capital Market under the symbol CLRO.
ClearOne, Inc. disclosed three key actions. First, Nasdaq notified the company on April 7, 2026 that it no longer meets any of the alternative continued listing standards under Rule 5550(b), and ClearOne has until May 22, 2026 to submit a compliance plan.
The company also entered a lease termination agreement for its former Salt Lake City corporate offices, paying a $300,000 fee in exchange for release from future obligations, including about $376,359 in rent and $53,240 in restoration charges.
Separately, the board approved mandatory redemption of all Class A Redeemable Preferred Stock on April 21, 2026 at their $0.001 par value per share, with the aggregate redemption price to be deposited with the transfer agent around April 14, 2026.
ClearOne, Inc. kept leadership continuity by arranging for Derek L. Graham to continue serving as chief executive officer on a transitional basis after his prior employment agreement expired on March 31, 2026. On April 1, 2026, the company and Mr. Graham signed a Letter Agreement covering this new arrangement.
Under the Letter Agreement, Mr. Graham will provide consulting services for up to ten hours per week at a rate of $160 per hour while continuing to perform all CEO functions. The agreement does not have a fixed term and may be terminated at any time by either ClearOne or Mr. Graham.
ClearOne, Inc. has obtained written stockholder approval to change its state of incorporation from Delaware to Nevada by conversion. Certain major stockholders, called the Consenting Stockholders, approved the Nevada reincorporation by written consent instead of holding a stockholder meeting.
These Consenting Stockholders together held 1,641,162 shares of Common Stock and 1,101,385 shares of Class A Preferred Stock as of March 4, 2026, representing about 61% of the voting power and about 53% of the Class A Preferred Stock. ClearOne will send an information statement on Schedule 14C to stockholders of record as of March 4, 2026 and plans to complete the move to Nevada no earlier than 20 calendar days after mailing.
ClearOne, Inc. entered into a Warrant Repurchase Agreement with CVI Investments, Inc. on March 9, 2026. The company bought back warrants that were exercisable for an aggregate of 24,155 shares of common stock. ClearOne paid $0.9108 per underlying share, for a total cash payment of $22,000, and the repurchased warrants have been cancelled and are no longer exercisable.
ClearOne, Inc. entered into a private placement with its largest stockholder, First Finance Ltd., agreeing to sell 437,500 common shares at $4.00 each and issue a warrant for up to 437,500 additional shares at $5.00 per share. This transaction is expected to provide aggregate gross proceeds of $1,750,000.
The warrant runs for two years and becomes exercisable six months after issuance. ClearOne will initially access $500,000, with the remaining $1,250,000 available after it completes a reincorporation from Delaware to Nevada. The company also accepted limits on new debt over $10,000 and other material transactions without the purchaser’s consent, and committed to seek registration of the resale of the new shares and warrant shares on Form S-3 after its 2025 Form 10-K information is filed.
ClearOne, Inc. entered into a material settlement agreement through its Spanish subsidiary, ClearOne Spain, with eight former employees who had filed wrongful termination claims related to a reduction in force initiated on June 20, 2025. On January 5, 2026, ClearOne Spain agreed to pay an aggregate cash amount of €392,809.80 in exchange for the former employees dismissing and terminating all claims in the Spanish Proceeding before the High Court of Justice of Aragon. This cash settlement resolves the employment dispute and clarifies the company’s exposure from this specific restructuring-related litigation.
ClearOne, Inc. reported that its Spanish subsidiary, ClearOne Spain, entered into a Settlement Agreement and Waiver of Claims with eight former employees. The agreement resolves a lawsuit in the High Court of Justice of Aragon, where the former employees had alleged wrongful termination related to a June 20, 2025 reduction in force.
Under the settlement, the eight former employees agreed to dismiss and terminate all claims in exchange for an aggregate cash payment of €392,809.80 from ClearOne Spain. The full terms of the Settlement Agreement are provided in an exhibit to the report.
ClearOne (CLRO) furnished a communication under Regulation FD. The company sent a letter with frequently asked questions to channel partners and customers regarding its asset sale on October 30, 2025, and provided the letter as Exhibit 99.1.
The information was furnished under Item 7.01 and Item 9.01, not deemed “filed” for Section 18 of the Exchange Act and not incorporated by reference unless expressly referenced. The report is dated October 31, 2025.
ClearOne (CLRO) completed an asset sale to Biamp Systems, LLC on October 24, 2025, selling a significant portion of its intellectual property, product inventory, and non-exclusive rights to customer data for a gross purchase price of $3.0 million. The transaction aligns with the company’s previously disclosed plan to pursue one or more transactions involving the eventual sale of all or substantially all of its current assets and operations.
ClearOne retained its books and records and continues to own all equity in its subsidiaries. The company plans to continue providing product warranty and support services to existing customers. After completing accounting for the transaction and determining net proceeds, ClearOne intends to use those net proceeds to redeem its Class A Redeemable Preferred Stock in accordance with its Certificate of Designation. The agreement includes customary representations and warranties, and pro forma financial information has been filed as an exhibit.
ClearOne, Inc. entered into a Warrant Repurchase Agreement on September 16, 2025 with shareholder Edward Bryan Bagley. The company bought back common stock purchase warrants that had been issued to Bagley on December 17, 2019 and were exercisable for a total of 3,788 shares of ClearOne common stock.
ClearOne paid $0.6504 per share underlying the warrants, for an aggregate cash payment of $2,464. Once the transaction settled, the repurchased warrants were cancelled and are no longer exercisable. The detailed terms are set out in the Warrant Repurchase Agreement, which is included as an exhibit to this report.
ClearOne, Inc. entered into a warrant repurchase agreement with its majority stockholder, Edward Dallin Bagley, to buy back outstanding common stock purchase warrants. These warrants, issued on September 12, 2021, were exercisable for an aggregate of 18,940 shares of ClearOne common stock. The company paid $0.6504 per share underlying the warrants, for a total cash purchase price of $12,319. Upon settlement of the transaction, the warrants were cancelled and no longer give any right to acquire ClearOne shares, modestly reducing potential future dilution in exchange for a small cash outlay.
ClearOne, Inc. entered into a Warrant Repurchase Agreement with Intracoastal Capital, LLC on September 2, 2025. The company agreed to repurchase certain previously issued common stock purchase warrants held by Intracoastal.
The repurchased warrants, originally issued on September 12, 2021, were exercisable for an aggregate of 6,039 shares of ClearOne common stock. ClearOne paid cash consideration of $0.6504 for each share underlying the warrants, for a total purchase price of $3,927.77. Once the transaction settled, these warrants were cancelled and no longer have any effect.
ClearOne (NASDAQ: CLRO) entered into a $3.0 million, 10% convertible note deal with First Finance, with an option for an additional $2.0 million. Notes convert into new Class B Preferred Stock at $1,000 per share, then into common stock at $6.008.
The agreement mandates creation of Class A Redeemable Preferred Stock, to be issued as a dividend to all existing holders and redeemed with proceeds from a planned sale of substantially all assets within 180 days; failing that, the company must liquidate assets to fund redemption.
Purchaser gains two board seats; the board expanded to five and appointed Eric Boehnke and Youngsun “Sunny” Park.
A 1-for-15 reverse split became effective 10 Jun 2025. After trading above $1.00 for 10 consecutive days, the company regained Nasdaq bid-price compliance on 24 Jun 2025, averting delisting.
The company will seek to repurchase 334,816 outstanding warrants; other customary covenants and indemnities apply.