Business Context and Reporting Period
This Form 8-K Current Report was filed by 374Water Inc. (SCWO) on July 8, 2026, covering events occurring on July 1, 2026. The filing primarily addresses executive leadership changes, specifically the appointment of a new Chief Financial Officer and the resignation of the interim CFO.
Key Financial Metrics
The filing does not provide financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on executive compensation and employment terms.
Material Changes
- Appointment of CFO: Charles Weiser was appointed Chief Financial Officer, effective July 1, 2026. He previously served on the Board of Directors since December 29, 2025.
- Resignation of Interim CFO: Adrienne Anderson resigned as Interim Chief Financial Officer effective July 1, 2026. She will continue to provide financial consulting services to the company.
Guidance, Outlook, and Compensation Details
The filing details the employment agreement for the new CFO, Charles Weiser, which includes the following compensation structure:
- Base Salary: $225,000 annually. Payment commences September 1, 2026; no salary is payable for July and August 2026.
- Performance Bonus: Target of up to 75% of base salary, pro-rated for fiscal year 2026. Payment is contingent on the company being "properly capitalized."
- Signing Bonus: One-time payment of $25,000, payable when the company is properly capitalized.
- Equity Grants:
- Option to purchase 150,000 shares of common stock.
- Restricted Stock Unit (RSU) award for 125,000 shares.
- Vesting: 25% vests immediately; the remaining 75% vests in 12 equal quarterly installments starting October 1, 2026.
- Change of Control: 50% of unvested shares vest immediately upon a change of control; full acceleration occurs if terminated without cause or for good reason within 12 months post-transaction.
- Severance: In the event of termination without Cause or resignation for Good Reason, Mr. Weiser is entitled to 6 months of base salary, 6 months of health coverage, pro-rated bonus, and accelerated vesting of equity for a 6-month period.
Investor Verification Checklist
- Verify the company's current capitalization status, as the signing bonus and performance bonus are explicitly contingent on the company being "properly capitalized."
- Review the full text of the Employment Agreement (Exhibit 10.1) for specific definitions of "Cause" and "Good Reason."
- Confirm the transition plan for financial reporting and SEC compliance now that the interim CFO has transitioned to a consulting role.
- Monitor the vesting schedule and potential dilution impact of the 275,000 total equity units granted to the new CFO.