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Richard Davis rejoins 374Water (NASDAQ: SCWO) board, eyes financing

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

374Water Inc. appointed Richard H. Davis to its Board of Directors, effective April 10, 2026. Davis, age 69, previously served as a director from February 2008 to June 10, 2025 and was Chief Executive Officer of corporate predecessor PowerVerde Inc. from August 2011 to April 2021.

He brings more than two decades of investment banking experience focused on equity finance structuring and private acquisitions. As a non-employee director, he will receive standard board compensation, and the company expects to enter into a customary indemnification agreement with him.

Before rejoining the board, Davis coordinated with management on potential financing opportunities and plans to continue these efforts as a director. Any successful financing transactions he helps arrange are expected to exceed an aggregate of $120,000, and he may participate as an investor.

Positive

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Effective appointment date April 10, 2026 Date Richard H. Davis joined the Board of Directors
Director age 69 years Age of Richard H. Davis at time of appointment
Expected financing size Exceeds $120,000 Aggregate amount of any successful financing transactions coordinated by Davis
Prior director service start February 2008 Start of Davis’s earlier tenure on the Board
Prior director service end June 10, 2025 End of Davis’s previous service as a director
PowerVerde CEO tenure August 2011 to April 2021 Period Davis served as Chief Executive Officer of PowerVerde Inc.
Bachelor’s degree year 1982 Year Davis received B.S. in economics from Florida State University
non-employee director financial
"As a non-employee director, Mr. Davis will receive compensation for his Board service"
indemnification agreement regulatory
"the Company expects to enter into an indemnification agreement with Mr. Davis"
An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.
Item 5.02 regulatory
"Item 5.02 Departure of Directors or Certain Officers; Election of Directors"
Item 404(a) of Regulation S-K regulatory
"material interest that would be required to be disclosed under Item 404(a) of Regulation S-K"
emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Understanding 8-K Material Events →

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (date of earliest event reported): April 10, 2026

 

374WATER INC.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

001-27866

 

88-0271109

(State of Incorporation)

 

(Commission File No.)

 

(I.R.S. Employer Identification No.)

 

100 Southcenter Court, Suite 200

Morrisville, NC 27560

(Address of Principal Executive Offices)(Zip Code)

 

(440) 601-9677

 (Registrant’s Telephone Number, Including Area Code)

 

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $0.0001

 

SCWO

 

The Nasdaq Capital Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company  ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

  

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. 

 

On April 10, 2026, 374Water Inc. (the “Company”) appointed Richard H. Davis to the Company’s Board of Directors (the “Board”), effective immediately.

 

Mr. Davis, age 69, previously served as a director on the Board from February 2008 to June 10, 2025. He previously served as the Chief Executive Officer of PowerVerde Inc. (“PowerVerde”), the Company’s corporate predecessor, from August 2011 to April 2021. Prior to PowerVerde, Mr. Davis held various positions in investment banking. From 2004 to 2005, Mr. Davis served as managing director of corporate finance at Martinez-Ayme Securities, a securities brokerage and placement agent firm.  From 2001 to 2004, Mr. Davis worked on structuring equity finance and private acquisitions in the corporate finance department of William R. Hough & Company, a financial services firm that was acquired by RBC Dain Rauscher, a global investment banking firm. Mr. Davis began his investment banking career doing equity deal structure and brokerage-related activities at First Equity Corporation, a regional full-service brokerage and investment bank, where he worked from 1982 to 2001. He received a B.S degree in economics from Florida State University in 1982. Mr. Davis has more than two decades of experience in the investment banking industry, with expertise in equity finance structuring transactions and private acquisitions. Mr. Davis also has deep market and industry knowledge in the financial services and capital markets sector, including in capital raising and corporate finance.

 

As of the date of this filing, the Board had not yet made a determination regarding Board committee assignments for Mr. Davis.

 

As a non-employee director, Mr. Davis will receive compensation for his Board service consistent with the Company’s standard compensation arrangements for non-employee directors. In accordance with the Company’s customary practice, the Company expects to enter into an indemnification agreement with Mr. Davis in substantially the same form provided to other similarly situated officers and directors of the Company.

 

Prior to his appointment to the Board, Mr. Davis has been coordinating with management on potential financing opportunities for the Company. Following his appointment, Mr. Davis plans to continue with these efforts in his capacity as a director of the Board. Mr. Davis himself may participate as an investor in one or more potential financing opportunities. There can be no guarantee that any such financing opportunities will be successfully negotiated or consummated by the Company, but the aggregate financing amount of any successful financing transaction, to the extent there are any, is expected to exceed $120,000.

 

Other than the potential financing opportunities described above, there are no other arrangements or understandings between Mr. Davis and any other persons pursuant to which he was appointed as a director and there have been no transactions, nor are there any other currently proposed transactions, in which the Company was or is to be a participant and in which Mr. Davis, or any member of his immediate family, had, or will have, a direct or indirect material interest that would be required to be disclosed under Item 404(a) of Regulation S-K. 

  

 
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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 374WATER INC.
    
Dated: April 15, 2026By:/s/ Danny Bogar

 

Name:

Danny Bogar  
 

Title:

President and Chief Executive Officer 

 

 
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Source: View Original Filing on SEC EDGAR

FAQ

What board change did 374Water (SCWO) disclose in this 8-K?

374Water appointed Richard H. Davis to its Board of Directors effective April 10, 2026. He is a former director and ex-CEO of predecessor PowerVerde Inc., bringing long-standing familiarity with the company and significant investment banking experience.

What prior roles has Richard H. Davis held before rejoining 374Water (SCWO)?

Richard H. Davis previously served as a 374Water director from February 2008 to June 10, 2025 and as CEO of PowerVerde Inc. from August 2011 to April 2021. He also held senior corporate finance roles at several investment banking and brokerage firms.

How will Richard H. Davis be compensated as a 374Water (SCWO) director?

As a non-employee director, Richard H. Davis will receive compensation consistent with 374Water’s standard arrangements for non-employee directors. The company also expects to enter into an indemnification agreement with him similar to those for other officers and directors.

What financing activities involving Richard H. Davis does 374Water (SCWO) describe?

Before his appointment, Davis coordinated with management on potential financing opportunities and plans to continue in this capacity as a director. Any successful financing transactions are expected to exceed an aggregate of $120,000, and Davis himself may participate as an investor.

Have board committee assignments been set for Richard H. Davis at 374Water (SCWO)?

As of the filing date, 374Water’s Board had not yet determined committee assignments for Richard H. Davis. His role is currently limited to serving as a non-employee member of the Board of Directors.

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