Every 8-K that LanzaTech Global, Inc. (LNZA) 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 LNZA 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 LNZA filings page.
LanzaTech Global, Inc. reported second-quarter 2026 revenue of $9.0 million, down slightly from $9.1 million a year earlier, with mix shifts toward engineering services and steady CarbonSmart product sales. Operating expenses fell sharply to $11.7 million from $35.1 million, reflecting 2025 headcount reductions and broader cost-optimization initiatives.
Net income for the quarter was $184.3 million versus a net loss of $32.5 million, driven primarily by a $208.1 million non-cash unrealized gain on the company’s SGLT investment after its Hong Kong IPO and subsequent share-price increase. Adjusted EBITDA loss improved to $(7.6) million from $(29.7) million as lower personnel, contractor, legal and other expenses flowed through results.
As of June 30, 2026, total cash and restricted cash were $48.9 million, up from $17.1 million at year-end 2025, largely due to $50.0 million of common stock issuance, partly offset by operating cash use and a $3.0 million LanzaJet preferred investment. Management reintroduced financial guidance, targeting 2026 revenue of $50–$55 million, operating expenses of $51–$55 million, and Adjusted EBITDA loss of $(22)–$(26) million, and highlighted progress on SAF projects, ISCC EU certification work in China, and addition to the Russell 3000 Index.
LanzaTech Global, Inc. reported voting results from its 2026 Annual Meeting of Stockholders. A total of 7,865,074 shares of common stock, representing approximately 77.96% of the 10,089,163 shares entitled to vote as of April 28, 2026, were represented in person or by proxy.
Stockholders elected Class III directors Dorri McWhorter and Jim Messina to serve until the 2029 annual meeting, with each receiving over 7.3 million "for" votes. They also ratified BDO USA, P.C. as independent registered public accounting firm for the fiscal year ending December 31, 2026.
In addition, stockholders approved, on an advisory and non-binding basis, the compensation of the company’s named executive officers, with 7,337,387 votes in favor versus 242,955 against. All three proposals described in the proxy statement received the required level of support.
LanzaTech Global, Inc. reported that its joint venture, Beijing Shougang LanzaTech Technology Co., Ltd., completed an initial public offering of 40 million H Shares on the Hong Kong Stock Exchange at a price equivalent to about US$1.86 per share, raising roughly US$75 million in gross proceeds.
The pricing implies a market capitalization of about US$750 million for the JV, whose revenue ranged between roughly US$87 million and US$77 million annually from 2023-2025. LanzaTech did not sell any shares or receive proceeds and now holds 33,520,231 H Shares, representing about 8.38% of the JV’s total issued share capital upon listing.
The company is evaluating the transaction’s accounting and financial reporting implications under U.S. GAAP, with any effects to be reflected in future periodic reports.
LanzaTech Global, Inc. entered into a securities purchase agreement with institutional investors for a registered direct offering of 2,000,000 shares of common stock at $10.00 per share, for gross proceeds of $20.0 million before fees and expenses. The shares are being issued under an effective Form S-3 shelf registration statement, and the offering is expected to close on May 18, 2026, with net proceeds intended for general corporate purposes.
The company also amended a prior PIPE subscription agreement with LanzaTech Global SPV, LLC, which had included a private placement of 1,000,000 shares at $10.00 per share and the right to purchase additional shares up to an aggregate $20,000,000. The amendment lowers the cash balance threshold that conditions certain additional share purchases from $40,000,000 to $30,000,000.
LanzaTech Global reported improving first-quarter 2026 results while strengthening its balance sheet and addressing prior going concern uncertainty. Revenue rose to $12.0 million from $9.5 million, driven mainly by higher engineering and other services revenue. Net loss narrowed to $14.7 million from $19.2 million, and Adjusted EBITDA loss improved to $7.9 million from $30.5 million, reflecting significant cost reductions, including a 59% year-over-year decline in operating expenses to $13.5 million.
The company completed $20.0 million of common equity financing in January 2026 and a further $10 million equity subscription in May 2026, with rights for up to an additional $20 million through May 2027. Management concluded these financings, together with cost optimization, alleviate previously disclosed substantial doubt about its ability to continue as a going concern for the next twelve months. As of March 31, 2026, total cash and restricted cash were $23.8 million, up from $17.1 million at year-end 2025.
LanzaTech Global, Inc. furnished an investor presentation outlining its business, project pipeline, cost structure reset and liquidity plans. The company highlights six commercial plants that have produced over 60 million gallons of ethanol and a first ethanol-to-SAF plant with 10 million gallons per year capacity. 2025 revenue is shown at $57 million, with a model shifting toward higher-margin, recurring royalties and product revenue as more facilities deploy.
The presentation emphasizes a structural cost reset, with SG&A and R&D reduced by more than 50% exiting 2025 and operating expenses falling from $68 million in H1 2025 to $36 million in H2 2025. Management describes operating burn as more than 60% lower than 2024 and a post-2025 cost base that is largely fixed. On capital, the company notes a $20 million raise completed in January 2026, targeted funding of about $35 million in Q3, roughly $20 million expected from a final investment decision in Q4, and an at-the-market facility for additional flexibility, alongside resolution of major litigation matters and elimination of the FPA/Vellar structure with a cited $34–35 million impact.
LanzaTech Global, Inc. filed an amended report to add a letter from Deloitte & Touche LLP confirming it agrees with the company’s description of their auditor change. On April 10, 2026, LanzaTech’s board dismissed Deloitte as independent auditor and approved the appointment of BDO USA, P.C. for the 2026 fiscal year.
Deloitte’s audit reports for 2024 and 2025 were clean except for an explanatory paragraph citing substantial doubt about LanzaTech’s ability to continue as a going concern. The company also disclosed material weaknesses in internal control over financial reporting in both years, spanning complex transactions, revenue recognition, and several core internal control components. These weaknesses did not lead to restated financial statements, and the company reports no disagreements or additional reportable events with Deloitte. Deloitte has been authorized to fully brief BDO on these issues.
LanzaTech Global, Inc. changed its independent auditor, dismissing Deloitte & Touche LLP and appointing BDO USA, P.C. as auditor for the year ending December 31, 2026. Deloitte’s prior reports for 2025 and 2024 included an explanatory paragraph expressing substantial doubt about LanzaTech’s ability to continue as a going concern.
The company also reiterates that it previously identified material weaknesses in internal control over financial reporting, including issues with complex transactions, revenue recognition, and multiple components of the COSO Internal Control – Integrated Framework. LanzaTech and its Audit Committee discussed these weaknesses with Deloitte and authorized full cooperation with BDO.
LanzaTech Global reported sharply improved 2025 results but remains loss-making with tighter liquidity. Full-year revenue rose to $55.8 million from $49.6 million, helped by $16.9 million in Q4 related-party licensing revenue from LanzaJet and stronger CarbonSmart product sales.
Net loss narrowed to $49.0 million from $137.7 million, while Adjusted EBITDA loss improved to $71.3 million from $88.2 million, reflecting a 21% reduction in operating expenses to $104.5 million. Q4 was near break-even, with net loss of $0.1 million and Adjusted EBITDA of $2.4 million.
Cash and restricted cash fell to $17.1 million as of December 31, 2025 from $58.1 million a year earlier, and shareholders’ equity turned to a deficit of $3.9 million. The company highlighted strategic progress around sustainable aviation fuel through its stake in LanzaJet and a €40 million EU Innovation Fund grant.
LanzaTech Global reported a new investment and ownership change in its affiliate LanzaJet through a Series A preferred stock financing. The company bought 455,522 shares of LanzaJet Series A Preferred Stock at $4.390563 per share for a total of $2.0 million and exchanged 60,316,250 LanzaJet common shares for the same number of newly created Class C common shares.
Following this Series A transaction, LanzaTech Global’s ownership in LanzaJet is reduced from approximately 53% to about 46% on a fully diluted basis, considering all preferred stock, Class C common stock, warrants and convertible debt. LanzaTech Global will continue to account for its LanzaJet interest under the equity method.
A new Third Amended and Restated Stockholders’ Agreement gives LanzaTech Global one designated seat on LanzaJet’s seven-member board, and its designee serves as chairperson as long as LanzaTech Global and its affiliates retain at least 5% of LanzaJet’s fully diluted common shares.
LanzaTech Global, Inc. reported that independent director Jill Frizzley voluntarily resigned from its Board of Directors, effective January 31, 2026. She had been appointed in March 2025 as a Class III director with a term scheduled to run until the 2026 annual stockholder meeting.
The company stated that Ms. Frizzley’s resignation did not result from any disagreement regarding operations, policies, or practices, indicating an orderly board change rather than a dispute. LanzaTech thanked her for her service and confirmed the filing was signed by Interim General Counsel Maryann Maas.
LanzaTech Global, Inc. entered into private subscription agreements with institutional investors, issuing 4,000,000 shares of common stock at $5.00 per share for gross cash proceeds of $20,000,000 and granting 510,968 bonus shares, together called the PIPE Shares. These transactions were completed as unregistered offerings under Securities Act exemptions.
The company also filed a Second Amended and Restated Certificate of Designation that, upon completion of this financing, triggered the mandatory conversion of all outstanding Series A Convertible Senior Preferred Stock into 3,250,322 shares of common stock, removing prior mandatory redemption provisions. In addition, a previously agreed warrant for 7,800,000 shares at a nominal exercise price was issued to the preferred stockholder, with its terms amended so it may be exercised any time until December 31, 2026 and will be automatically exercised on a cashless basis immediately before that time.
The largest PIPE investor gains the right to appoint a non-voting board observer while it holds at least half of its subscribed shares, and the preferred stockholder agreed to extend the deadline for registering certain warrant shares, with the company now committing to file that registration statement within 60 business days after the warrant shares are issued.
LanzaTech Global, Inc. (LNZA) filed a Form 8-K to report that it issued a press release announcing its financial results for the quarter ended September 30, 2025. The press release is furnished as Exhibit 99.1 and provides the company’s third-quarter 2025 earnings information. The company notes that this information is being furnished, not filed, which limits how it is treated under securities laws and how it is incorporated into other regulatory documents.
LanzaTech Global (LNZA) entered into amended agreements with LanzaJet and partners to update ownership, financing, and licensing terms tied to LanzaJet’s sustainable aviation fuel platform.
The new Second Amended and Restated Investment Agreement removes the prior project‑specific investment condition and provides that LanzaJet will issue to LanzaTech a second tranche of 15,000,000 LanzaJet shares promptly after execution and a third tranche of 15,000,000 shares no later than December 31, 2025, or promptly after a specified development milestone if not achieved by those dates. If LanzaJet undertakes a sale or IPO before those issuances and LanzaTech would hold under 50% immediately prior to completion, LanzaJet will issue additional shares so LanzaTech holds at least 50%.
The amendment also permits certain lenders to convert loans to LanzaJet shares at a fair market value price set by disinterested directors. The license amendment lifts certain sublicensing restrictions, removes LanzaTech’s right to terminate the license if commercial milestones are not met by December 31, 2025, and commits LanzaTech to use commercially reasonable efforts to assign the Battelle License to LanzaJet.
LanzaTech Global, Inc. entered into several agreements related to its existing Series A Convertible Senior Preferred Stock financing. The company previously sold 20,000,000 shares of this preferred stock to an investor-controlled entity for $40,000,000 on May 7, 2025. On September 22, 2025, the parties signed a second amendment to the purchase agreement that extends the deadline for the company to complete a "Subsequent Financing" of common stock with proceeds to the company of not less than $35,000,000 and not more than $60,000,000 to no later than October 15, 2025, and allows multiple closings.
The company also filed a Certificate of Amendment to the Amended and Restated Certificate of Designation for the Series A preferred stock to reflect these changes. In addition, LanzaTech and the investor entered into a Waiver Agreement adjusting the timing of the company’s obligation to file a registration statement for certain common shares. The investor waived earlier deadlines, and the company now agrees to file the registration statement no later than 10 business days after issuing warrant shares.