Clean Energy Technologies, Inc. (CETY) - Form 8-K Summary
Business Context and Reporting Period
Clean Energy Technologies, Inc. filed this Current Report on Form 8-K on July 29, 2026, to disclose the entry into a material definitive agreement. The Company is headquartered in Irvine, CA, and its common stock trades on The Nasdaq Stock Market LLC under the symbol "CETY."
Key Financial Metrics and Transaction Details
The Company entered into a securities purchase agreement with 1800 Diagonal Lending LLC to issue a convertible promissory note. Key financial terms include:
- Principal Amount: $147,840
- Purchase Price: $132,000
- Net Proceeds Received: $125,000 (after deducting $2,500 in legal expenses and $4,500 in due diligence fees)
- Interest: One-time charge of 12% accrued on the issuance date
- Repayment Schedule: 9 monthly payments of $18,397.78, commencing August 30, 2026
- Maturity Date: April 30, 2027
- Conversion Price: 85% of the lowest closing bid price during the 10 trading days prior to conversion
Material Changes and Obligations
This filing represents a new direct financial obligation and an unregistered sale of equity securities. The proceeds are designated for general working capital purposes. The note is convertible into common stock upon default, subject to beneficial ownership limitations (4.99% cap) and Nasdaq Rule 5635(d) restrictions (19.99% cap without shareholder approval). The holder may deduct $1,500 from the conversion amount to cover fees.
Outlook, Risks, and Contingencies
The filing does not provide specific forward-looking guidance or management commentary beyond the transaction details. Material risks include the immediate cash outflow required for monthly payments starting in August 2026 and the potential for significant equity dilution if the note is converted following a default event. The transaction was executed under Section 4(a)(2) of the Securities Act of 1933.
Investor Verification Checklist
- Verify the Company's current cash position to ensure it can meet the first monthly payment of $18,397.78 due August 30, 2026.
- Review the full text of the Securities Purchase Agreement (Exhibit 10.1) and Promissory Note (Exhibit 10.2) for additional covenants or default triggers.
- Assess the potential dilution impact if the note is converted at 85% of the lowest closing bid price.
- Confirm whether the Company has sufficient liquidity to service the debt without triggering a default and subsequent conversion.