Welcome to our dedicated page for Verde Clean Fuels SEC filings (Ticker: VGAS), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Verde Clean Fuels, Inc. filings document an emerging growth clean fuels company with Class A common stock and warrants listed on Nasdaq. The filings cover operating results, Regulation FD material-event reports, capital-structure disclosures and security terms, including warrants exercisable for shares of Class A common stock.
Proxy materials describe annual stockholder voting matters, board elections, auditor ratification and governance procedures. The filing record also documents project-status disclosures for the company's STG+® technology deployment strategy, the suspension of the Permian Basin project, and formal exhibits tied to press releases and other material events.
Verde Clean Fuels, Inc. filed a Form 8-K to report that it has suspended development of its planned Permian Basin natural gas-to-gasoline project with Cottonmouth Ventures, a wholly owned subsidiary of Diamondback Energy. The company cites changing market conditions and increasing demand for natural gas in the Permian Basin as the primary reasons.
The project followed a February 2024 joint development agreement and reached completion of a front-end engineering and design study in December 2025. Verde’s CEO said the technical learnings, especially from the FEED study, will support other projects in regions where natural gas is stranded or flared, while noting that Cottonmouth remains Verde’s second-largest shareholder and continues to support deployment of Verde’s STG+® technology.
Verde Clean Fuels (VGAS) filed its Q3 2025 report, showing a development-stage business with a larger cash runway and ongoing project spend. Cash and equivalents rose to $59,440 from $19,044 at year-end, primarily from a January private placement of 12.5 million Class A shares to Cottonmouth for $50,000.
For the quarter, the company reported a net loss of $2,334, with $1,155 attributable to Verde and a loss per share of $0.06. Year-to-date, net loss attributable to Verde was $3,662. Operating cash use was $7,563 for the nine months, partly offset by $2,971 in joint development reimbursements tied to its Permian Basin Project FEED study. Construction in progress reached $3,316, reflecting $9,293 in capitalized development costs, net of $5,977 reimbursable under the JDA.
As of November 14, 2025, Class A shares outstanding were 22,049,621 and Class C shares were 22,500,000. The company had 15,383,263 warrants outstanding at a strike of $11.50. With stockholders’ equity at $64,045 and minimal liabilities, Verde’s balance sheet centers on cash to fund development while it advances its first commercial project.
Highbridge Capital Management, LLC reported beneficial ownership of 1,606,006 shares of Verde Clean Fuels, Inc. Class A common stock, representing 6.8% of the class on a fully diluted basis. The filing states this percentage is calculated using 22,049,621 shares outstanding as of May 14, 2025 and that the 1,606,006 shares are issuable upon exercise of warrants held by Highbridge funds. Highbridge discloses sole voting and dispositive power over those 1,606,006 shares and confirms the holdings are held in the ordinary course of business and not to influence control of the issuer.
Verde Clean Fuels, Inc. shows a material boost in liquidity after strategic financing while remaining a development-stage company with no revenue.
Cash and cash equivalents increased to $62,054,765 from $19,044,067 at December 31, 2024. Total assets rose to $68,726,638 from $23,572,306 and total stockholders' equity increased to $65,747,850 from $20,683,476.
The company reported a net loss attributable to Verde of $1,260,130 for the three months and $2,506,841 for the six months ended June 30, 2025. Basic loss per Class A share was $(0.07) for the quarter and $(0.15) for six months, with weighted-average Class A shares of 18,836,078 (quarter) and 16,833,316 (six months). Major financing activity included a $50,000,000 PIPE investment from Cottonmouth closed January 29, 2025 and an earlier $20,000,000 private placement. The company advanced the Permian Basin Project FEED with capitalized FEED costs of $6,414,100, of which $4,168,400 is reimbursable under the JDA, and construction in progress of $2,245,700. Progress depends on permits, project financing and final investment decisions that remain conditions precedent under the JDA.
Verde Clean Fuels, Inc. filed a current report to disclose that it released its financial results for the quarter ended June 30, 2025. On August 13, 2025, the company issued a press release covering its results of operations and financial condition for that quarter, and attached the release as an exhibit to this report.
The filing notes that Verde Clean Fuels’ Class A common stock and related warrants trade on The Nasdaq Stock Market LLC under the symbols VGAS and VGASW. The company identifies itself as an emerging growth company under U.S. securities regulations.