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LiqTech International, Inc. is launching a primary offering of $20,000,000 of common stock, with an option for certain investors to buy pre-funded warrants instead of shares to stay below 4.99% or 9.99% ownership caps. The deal assumes an illustrative price of $1.80 per share, implying about 11.1 million new shares and potential over-allotment of up to an additional $3,000,000 of common stock. Shares outstanding would rise from 9,947,841 as of May 22, 2026 to about 21,058,952, excluding prefunded and underwriter warrants. Net proceeds are earmarked mainly to repay $3.0 million of remaining senior promissory notes, $1.1 million of 9.09% original issue discount notes, with the balance for working capital and general corporate purposes. A concurrent private placement will cancel another $3.0 million of senior notes in exchange for equity, further reducing debt but adding additional unregistered shares. The company estimates pro forma net tangible book value would increase from $0.76 to $1.22 per share, resulting in dilution of about $0.58 per new share at the assumed price.
LiqTech International, Inc. entered into a short-term financing agreement by issuing 9.09% original discount promissory notes with an aggregate principal amount of $1.1 million to affiliates of Bleichroeder L.P. and Laurence W. Lytton. The notes were sold for $1,000,000, reflecting a $100,000 original issue discount under a note purchase agreement containing customary terms.
The notes have a two-month term and bear no interest if repaid by maturity. If they are not repaid on time, they accrue interest at 10% per annum, increasing by 1% each month they remain unpaid, up to a maximum of 16% per annum, payable monthly. LiqTech plans to use the proceeds for working capital and general corporate purposes.
LiqTech International, Inc. reported a net loss of $2.7M for the quarter ended March 31, 2026, compared with a $2.4M loss a year earlier, as revenue declined and operating costs rose. Revenue fell 10.4% to $4.1M, mainly due to non‑recurring prior-year system sales, partly offset by stronger Filters, Membranes, and Components volumes and higher Pool and Marine system sales.
Gross profit improved to $0.4M, a 9.5% margin, from $0.1M or 2.7%, helped by mix, better factory utilization and procurement. However, operating expenses increased 15.6% to $2.7M, driven by selling investments, foreign exchange effects and higher R&D. Other expenses rose to $0.45M, mainly from foreign currency losses and interest on senior promissory notes.
The company ended the quarter with cash and restricted cash of $2.7M, net working capital of $8.5M, total assets of $24.9M, and total liabilities of $17.4M. Management states that recent operating losses and cash usage raise substantial doubt about LiqTech’s ability to continue as a going concern over the next twelve months and is pursuing cost optimization, operational initiatives and potential debt or equity financing to improve liquidity.
LIQTECH INTERNATIONAL INC director Robert Wowk filed an initial Form 3, which is a required disclosure of his status as an insider. The filing lists him as a director and indicates no reportable transactions or derivative positions at this time.
LiqTech International, Inc. filed Amendment No. 1 to its annual report for the year ended December 31, 2025 to add Part III disclosures on directors, executive compensation, ownership, governance and auditor matters without changing previously reported financial statements.
The company reports an aggregate market value of common stock held by non‑affiliates of $9,702,533 as of December 31, 2025, based on a $1.60 share price on June 30, 2025, and 9,947,841 shares outstanding as of March 16, 2026. The board has up to seven seats and currently includes CEO Fei Chen and Chairman Alexander Buehler, with fully independent audit, compensation, and governance committees.
The filing details 2025 pay for key executives, including CEO total compensation of $816,557 and Chief Financial & Operating Officer total compensation of $473,758, largely from salary and equity awards. It also shows outstanding restricted stock units and an equity plan with 1,385,737 shares available for future issuance, plus board cash and equity retainers.
Ownership data highlight concentrated holdings: Bleichroeder LP beneficially owns 3,182,239 shares, or 32.0% of common stock, while two other holders each report 9.9%. Directors and executives as a group hold 1,005,217 shares, or 10.1%. The amendment confirms standing codes of ethics, related‑party review policies and that no material related‑party transactions occurred beyond disclosed compensation.
LiqTech International, Inc. is a Nevada‑incorporated clean technology company headquartered in Denmark that designs and manufactures silicon carbide ceramic membranes, diesel particulate filters, and integrated liquid filtration systems. It serves industrial wastewater, oil & gas, marine, commercial pool, and other demanding applications, supported by plastics manufacturing and in‑house systems engineering.
The company highlights competitive strengths in patented SiC technology, vertical integration, and global distribution, but also discloses significant risks. These include a continued need for substantial capital and access to financing, exposure to energy price volatility in Europe, global trade restrictions, pandemics, and geopolitical conflicts. LiqTech depends on a small number of major customers, faces supply chain and raw material cost risks, and operates in highly regulated markets where tightening or changing environmental and trade rules can affect demand. It also notes past material weaknesses in internal control over financial reporting, intense competition, IP protection challenges, cybersecurity threats, foreign currency fluctuations, and common stock risks such as dilution, low trading volume, and price volatility.
LiqTech International, Inc. is expanding its Board of Directors and strengthening governance. The company’s board approved the appointment of Robert (Bob) Wowk as a director, effective March 1, 2026, increasing the board size from five to six members.
Wowk will also serve on the Audit Committee and Compensation Committee, and will receive compensation consistent with other independent directors. He brings over 30 years of finance and business development experience in industrial gas and renewable energy sectors, including senior roles at Linde, Gulf Cryo, Air Products and CFO positions at multiple clean‑tech companies.
The board determined that Wowk qualifies as an independent director under SEC and Nasdaq rules. A press release dated February 18, 2026 provides additional background on his experience and highlights the board’s expectation that his industrial and global expertise will support LiqTech’s growth strategy in advanced filtration and clean technology markets.
LiqTech International CEO and director Chen Fei reported a tax-related share withholding tied to equity compensation. On January 3, 2026, 67,860 shares of common stock were withheld by the company at a price of $1.49 per share in connection with the net settlement of vesting restricted stock units to cover withholding taxes.
Following this transaction, Chen Fei beneficially owned 417,898 shares of LiqTech International common stock directly. A prior Form 4 filed on January 7, 2025 had reported tax withholding from a vesting of 28,394 shares, but 12,835 of those shares were not included in the reported post-transaction balance; that omission is now corrected in the current share balance.
LiqTech International CFO and COO David Kowalczyk reported equity compensation activity in the company’s common stock. On December 19, 2025, he was awarded 94,368 shares of common stock underlying restricted stock units, which will vest in equal parts on January 3, 2026, January 3, 2027 and January 3, 2028.
On January 3, 2026, 5,589 shares were withheld by the company at a price of $1.49 per share to cover withholding taxes on the initial RSU vesting. After these transactions, Kowalczyk directly beneficially owned 88,779 shares of LiqTech common stock.
LiqTech International (LIQT) filed its Q3 2025 10‑Q, showing stronger top-line performance and improved margins. Revenue rose to $3,807,274 (up 53.6% year over year), and gross margin turned positive at 19.6%, driven by pool system deliveries, aftermarket sales, and plastics, partially offset by lower DPF shipments.
The quarterly net loss narrowed to $1,459,762. For the first nine months, revenue reached $13,382,304 with gross profit improving versus last year. Cash was $7,354,024 and net working capital was $13,406,883. Total liabilities were $17,519,010 and equity $12,776,858.
The company highlighted a March 2025 amendment to its senior notes: maturity extended to May 1, 2027, and interest at 10% per annum begins January 1, 2026; related warrants were repriced to $2.00 and extended to December 31, 2029. A 90%-owned China JV received RMB 8,000,000 partner funding as a 12% loan to support marine water treatment. As of November 14, 2025, common shares outstanding were 9,627,064. Management reported disclosure controls were not effective due to ongoing material weaknesses, with remediation efforts continuing.