STOCK TITAN

Verde Clean Fuels (VGAS) cuts Q2 2026 loss and ends quarter with $53.5M cash

(Very High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Verde Clean Fuels, Inc. reported improved results for the quarter ended June 30, 2026, highlighted by a 24% year-over-year reduction in Q2 net loss as cost savings initiatives continued. Q2 2026 net loss was $1.9 million, compared with $2.5 million in Q2 2025, and diluted loss per Class A share narrowed to $(0.04) from $(0.07). For the first half of 2026, net loss was $4.3 million versus $5.3 million a year earlier, with diluted loss per Class A share improving to $(0.10) from $(0.15).

The company ended June 30, 2026 with a strong liquidity position, holding $53.5 million of cash and cash equivalents and no debt, and total assets of $56.8 million. Shares outstanding remained stable at 44.5 million across Class A and Class C common stock. Management attributes lower losses primarily to reduced general and administrative expenses and states that it is advancing evaluation of strategic alternatives while continuing to pursue deployment of its proprietary syngas-to-gasoline STG+® technology.

Positive

  • Q2 2026 net loss fell 24% year-over-year to $1.9 million, with diluted loss per Class A share improving to $(0.04) from $(0.07).
  • First-half 2026 net loss improved to $4.3 million from $5.3 million, reflecting sustained impact from cost savings initiatives.

Negative

  • None.

Insights

Analyzing...

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 net loss $1.9 million Quarter ended June 30, 2026; improved from $2.5 million in Q2 2025
Q2 2026 diluted loss per Class A share $(0.04) Quarter ended June 30, 2026; improved from $(0.07) in Q2 2025
First-half 2026 net loss $4.3 million Six months ended June 30, 2026; improved from $5.3 million in 2025
Cash and cash equivalents $53.5 million As of June 30, 2026; company reported no debt
Total assets $56.8 million As of June 30, 2026 consolidated balance sheet
General and administrative expenses $2.36 million Q2 2026 vs $3.09 million in Q2 2025
Total operating loss Q2 2026 $2.52 million Quarter ended June 30, 2026; down from $3.24 million in Q2 2025
Shares outstanding 44.5 million 22,049,621 Class A and 22,500,000 Class C as of June 30, 2026
syngas technical
"convert syngas, derived from a variety of feedstocks, including natural gas"
Syngas is a manufactured fuel gas made mainly of hydrogen and carbon monoxide, produced by heating carbon-based materials (like coal, natural gas, biomass or waste) in a controlled, low-oxygen process—think of it as breaking raw ingredients into a simple cooking gas. Investors care because syngas can be turned into electricity, fuels or chemical feedstocks and its cost, efficiency and emissions profile directly affect project profits, regulatory compliance and long-term market demand.
STG+® process technical
"Our synthesis gas (“syngas”)-to-gasoline plus (STG+®) process is designed"
noncontrolling interest financial
"Net loss attributable to noncontrolling interest | $ | (1,033)"
The portion of a business owned by investors other than the controlling owner when one company has control of another; it represents outside shareholders’ share of the subsidiary’s assets and profits. For investors, it matters because those outside claims reduce the amount of profit and net assets attributable to the parent owner — similar to saying part of a pizza belongs to someone else — and thus affects earnings, book value and valuation.
forward-looking statements regulatory
"This press release contains “forward-looking statements” within the meaning"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
operating lease right-of-use assets financial
"Operating lease right-of-use assets, net | 339"
An operating lease right-of-use (ROU) asset is an accounting entry that shows the value of a leased item you have the legal right to use—like a building, vehicle, or equipment—recorded on a company’s balance sheet along with the corresponding lease obligation. Investors care because it adds to reported assets and liabilities, changing measures like leverage and return on assets much like bringing a long-term rental onto the company’s financial snapshot, which can affect credit terms and valuation.
Q2 2026 net loss $1.9 million Improved from $2.5 million in Q2 2025
Q2 2026 diluted loss per Class A share $(0.04) Improved from $(0.07) in Q2 2025
First-half 2026 net loss $4.3 million Improved from $5.3 million in the first half of 2025
Cash and cash equivalents $53.5 million Reported as of June 30, 2026 with no debt outstanding

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

How did Verde Clean Fuels (VGAS) perform in Q2 2026?

Verde Clean Fuels reported a Q2 2026 net loss of $1.9 million, an improvement from $2.5 million in Q2 2025. Diluted loss per Class A share narrowed to $(0.04) from $(0.07), driven mainly by lower general and administrative expenses.

What were Verde Clean Fuels’ (VGAS) first-half 2026 results?

For the first half of 2026, Verde recorded a net loss of $4.3 million, better than $5.3 million in the first half of 2025. Diluted loss per Class A share improved to $(0.10) from $(0.15), mainly due to cost savings initiatives.

What is Verde Clean Fuels’ (VGAS) cash and debt position as of June 30, 2026?

As of June 30, 2026, Verde held $53.5 million in cash and cash equivalents and had no debt. Total assets were $56.8 million and total liabilities were $2.1 million, indicating a net cash, low-liability balance sheet.

How many shares of Verde Clean Fuels (VGAS) are outstanding?

As of June 30, 2026, Verde had 22,049,621 Class A and 22,500,000 Class C common shares outstanding, totaling 44.5 million shares. The share count was unchanged from December 31, 2025.

Is Verde Clean Fuels (VGAS) considering strategic alternatives?

Management stated it is advancing evaluation of strategic alternatives and potential strategic opportunities. This evaluation is occurring alongside efforts to preserve shareholder capital and advance deployment of its STG+® syngas-to-gasoline technology.
FALSE000184142500018414252026-08-102026-08-100001841425VGASW:ClassCommonStockParValue0.0001PerShareMember2026-08-102026-08-100001841425VGASW:WarrantsEachWholeWarrantExercisableForOneShareOfClassCommonStockAtExercisePriceOf11.50PerShareMember2026-08-102026-08-10

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 10, 2026
Verde Clean Fuels, Inc.
(Exact name of registrant as specified in its charter)
Delaware001-4074385-1863331
(State or other jurisdiction of
 incorporation or organization)
(Commission File Number)(I.R.S. Employer
 Identification No.)
711 Louisiana St, Suite 2160
Houston, TX 77002
(908) 281-6000
(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 to the registrant under any of the following provisions:
¨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 ClassTrading Symbol(s)Name of each exchange on which registered
Class A Common Stock, par value $0.0001 per shareVGAS
The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of
$11.50 per share
VGASW
The Nasdaq Stock 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 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company x
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. x



Item 2.02. Results of Operations and Financial Condition
On August 10, 2026, Verde Clean Fuels, Inc. (the “Company”) issued a press release reporting the financial results for the quarter ended June 30, 2026. A copy of the press release is attached to this Current Report on Form 8-K (“Current Report”) as Exhibit 99.1 and is incorporated herein solely for purposes of this Item 2.02 disclosure.
Item 9.01. Financial Statement and Exhibits.
(d)Exhibits.
Exhibit
Number
Description
99.1*
Press Release dated August 10, 2026
104Cover Page Interactive Data File (embedded within the Inline XBRL document).
*Filed herewith.
1


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: August 10, 2026
Verde Clean Fuels, Inc.
By: /s/ George Burdette
Name: George Burdette
Title:Chief Executive Officer
2

Exhibit 99.1
verde.jpg
Verde Clean Fuels, Inc. Reports Q2 2026 Results
Maintained strong balance sheet with $53.5 million cash and no debt
Realized 24% lower Q2 net loss year-over-year as cost savings initiatives continue
Advancing evaluation of strategic alternatives

HOUSTON – August 10, 2026 - Verde Clean Fuels, Inc. (“Verde” or the "Company”) (Nasdaq: VGAS) announced today financial results for the second quarter and first half of 2026.
“During the second quarter, we continued to execute on our cost reduction initiatives while maintaining financial flexibility, ending the quarter with more than $50 million of cash and no debt. We remain focused on preserving shareholder capital while advancing our technology deployment strategy and evaluating potential strategic opportunities that we believe could maximize shareholder value," said George Burdette, CEO of Verde.
As of June 30, 2026, the Company had $53.5 million of cash and cash equivalents and no debt. Shares outstanding remained unchanged at 44.5 million shares including both Class A and Class C common stock.
For the second quarter 2026, the Company recorded a net loss of $(1.9) million and diluted net loss per share of Class A common stock of $(0.04) compared to a net loss of $(2.5) million and diluted net loss per share of Class A common stock of $(0.07) for the same period in 2025. For the first half of 2026, the Company recorded a net loss of $(4.3) million and diluted net loss per share of Class A common stock of $(0.10), compared to a net loss of $(5.3) million and diluted net loss per share of Class A common stock of $(0.15) for the same period in 2025. The lower losses were primarily due to implementation of our cost savings initiatives, which resulted in lower general and administrative expenses.
About Verde Clean Fuels, Inc.
Verde owns an innovative and proprietary gas-to-liquids processing technology capable of converting low-value or stranded feedstocks into higher-value clean transportation fuels. Our synthesis gas (“syngas”)-to-gasoline plus (STG+®) process is designed to convert syngas, derived from a variety of feedstocks, including natural gas and biomass, into fully finished liquid fuels that require no additional refining. The STG+® technology is engineered for industrial-scale deployment and intended to be delivered in standardized modular units. Over $150 million has been invested in the development and demonstration of the STG+® technology since 2007, including the construction and operation of a demonstration plant that has completed over 10,000 hours of operation.
Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included herein, regarding the Company’s expectations and any future financial performance, the Company’s strategy, future operations, financial position, prospects, plans, goals and objectives of management are forward-looking statements. The words “could,” “should,” “would,” “will,” “aim,” “may,” “focus,” “believe,” “anticipate,” ”intend,” “estimate,” “expect,” “advance,” ”project,” “plan,” “potential,” "goal,” “strategy,” “proposed,” “positions,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Such forward-looking statements are not guarantees of



future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the control of the Company, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by applicable law, the Company disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date hereof. The Company cautions you that these forward-looking statements are subject to risks and uncertainties, most of which are difficult to predict and many of which are beyond the Company’s control. These risks and uncertainties include, but are not limited to: changes in general economic, financial, legal, regulatory, political, governmental and business conditions; changes in domestic and foreign markets and policies; the failure of the Company to deploy its technology; the failure of the Company to commercialize its technology for any reason; the failure of the Company to complete any transaction; the risks and uncertainties relating to the implementation of the Company’s strategy and the timing of any business milestone; and delays in acquisition, financing, construction and development of any potential project. Should one or more of the risks or uncertainties described herein and in any oral statements made in connection therewith occur, or should underlying assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements. There may be additional risks that the Company presently does not know or that the Company currently believes are immaterial that could cause actual results to differ from those contained in the forward-looking statements. Additional information concerning these and other factors that may impact the Company’s expectations and projections can be found in the Company’s filings with the Securities and Exchange Commission (the “SEC”). The Company’s filings with the SEC are available publicly on the SEC’s website at www.sec.gov.

Contacts

Investor Relations:
Caldwell Bailey (ICR)
verdeIR@icrinc.com



verde.jpg
VERDE CLEAN FUELS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

Three Months Ended
June 30,
Six Months Ended
June 30,
(in thousands, except share and per share amounts)2026202520262025
General and administrative expenses$2,359 $3,094 $5,032 $6,092 
Research and development expenses165 145 346 329 
Total operating loss2,524 3,239 5,378 6,421 
Other (income)(478)(665)(985)(1,196)
Loss before income taxes(2,046)(2,574)(4,393)(5,225)
Income tax expense (benefit)(106)(28)(60)25 
Net loss$(1,940)$(2,546)$(4,333)$(5,250)
Net loss attributable to noncontrolling interest$(1,033)$(1,286)$(2,219)$(2,743)
Net loss attributable to Verde Clean Fuels, Inc.$(907)$(1,260)$(2,114)$(2,507)
Earnings per share
Weighted average Class A common stock outstanding, basic and diluted22,070,45318,836,07822,070,45316,833,316
Loss per share of Class A common stock$(0.04)$(0.07)$(0.10)$(0.15)



verde.jpg
VERDE CLEAN FUELS, INC.
CONSOLIDATED BALANCE SHEETS
(Unaudited)
As of
(in thousands, except share and per share amounts)June 30, 2026December 31, 2025
ASSETS
Current assets:
Cash and cash equivalents$53,454 $57,215 
Restricted cash100 100 
Accounts receivable – other145 
Prepaid expenses and other current assets790 466 
Total current assets54,344 57,926 
Non-current assets:
Property, plant and equipment, net53 62 
Intellectual property and patented technology1,925 1,925 
Operating lease right-of-use assets, net339 173 
Deposits161 161 
Total non-current assets2,478 2,321 
Total assets$56,822 $60,247 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable$443 $985 
Accrued liabilities1,141 906 
Operating lease liabilities359 174 
Other current liabilities134 35 
Total current liabilities2,077 2,100 
Non-current liabilities:
Operating lease liabilities12 
Total non-current liabilities12 
Total liabilities2,077 2,112 
Commitments and contingencies
Stockholders’ equity
Class A common stock, par value $0.0001 per share, 22,049,621 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively
Class C common stock, par value $0.0001 per share, 22,500,000 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively
Additional paid in capital65,153 64,070 
Accumulated deficit(36,329)(34,215)
Noncontrolling interest25,917 28,276 
Total stockholders’ equity54,745 58,135 
Total liabilities and stockholders’ equity$56,822 $60,247 

Filing Exhibits & Attachments

5 documents