ClearSign Technologies Corp. Announces 2024 Annual Meeting of Stockholders

TL;DR

<b>ClearSign Technologies Corporation will hold its 2024 virtual annual meeting on June 25, 2024, with key proposals including board elections, auditor approval, and a stock increase.</b>

AI Summary

ClearSign Technologies Corp (CLIR) filed a Proxy Statement (DEF 14A) with the SEC on May 10, 2024. The 2024 annual meeting of stockholders for ClearSign Technologies Corporation will be held virtually on June 25, 2024. Key voting items include the election of five board members, approval of BPM CPA LLP as independent auditors for FY2024, and an amendment to increase authorized common stock to 87,500,000 shares. Stockholders will also vote on an advisory basis for executive compensation and the frequency of advisory votes on executive compensation. The meeting will be conducted live via the internet at www.virtualshareholdermeeting.com/CLIR2024. The record date for determining stockholders entitled to vote is April 29, 2024.

Why It Matters

For investors and stakeholders tracking ClearSign Technologies Corp, this filing contains several important signals. The virtual format allows for broader participation and submission of questions during the meeting. The proposed increase in authorized shares to 87,500,000 could facilitate future fundraising or strategic initiatives.

Risk Assessment

Risk Level: low — ClearSign Technologies Corp shows low risk based on this filing. The filing is a routine proxy statement for an annual meeting and does not contain significant new financial or operational information that would indicate immediate high risk.

Analyst Insight

Stockholders should review the proposals, particularly the increase in authorized shares and executive compensation, before the June 25th meeting.

Key Numbers

• 5 — Directors (Number of board members to be elected at the annual meeting)
• 87,500,000 — Authorized Shares (Proposed new total number of authorized shares of common stock)
• 2024 — Fiscal Year (Fiscal year ending for which auditors are being approved)
• 20240625 — Meeting Date (Date of the 2024 annual meeting of stockholders)
• 20240429 — Record Date (Date for determining stockholder eligibility to vote)

Key Players & Entities

• ClearSign Technologies Corporation (company) — Registrant and filer of the proxy statement
• June 25, 2024 (date) — Date of the 2024 annual meeting of stockholders
• BPM CPA LLP (company) — Proposed independent registered public accounting firm
• December 31, 2024 (date) — Fiscal year ending for which BPM CPA LLP is proposed as auditor
• 87,500,000 (dollar_amount) — Proposed increase in authorized shares of common stock
• April 29, 2024 (date) — Record date for determining stockholders entitled to vote
• Tulsa, Oklahoma (location) — Company's business and mailing address

FAQ

Risk Factors

• Proxy Statement Filing [low — regulatory]: The filing is a Definitive Proxy Statement (DEF 14A) required for the annual meeting of stockholders.

Key Dates

• 2024-06-25: 2024 Annual Meeting of Stockholders — Key proposals to be voted on, including board elections and stock authorization.
• 2024-04-29: Record Date — Determines which stockholders are eligible to vote at the annual meeting.
• 2024-05-10: Filing Date — Date the Definitive Proxy Statement was filed with the SEC.

Glossary

DEF 14A

Definitive Proxy Statement filed under Section 14(a) of the Securities Exchange Act of 1934. (Provides detailed information to shareholders regarding matters to be voted on at the annual meeting.)

Filing Documents

• clir-20240625xdef14a.htm (DEF 14A) — 708KB
• clir-20240625xdef14a_a001.jpg (GRAPHIC) — 5KB
• clir-20240625xdef14a_bg001.jpg (GRAPHIC) — 143KB
• clir-20240625xdef14a_bg002.jpg (GRAPHIC) — 90KB
• 0001558370-24-007791.txt (&nbsp;) — 1038KB

Executive Compensation and Related Information

Executive Compensation and Related Information 27 Proposal 4 – Approve, on an Advisory Basis, the Compensation of our Named Executive Officers ("Say-on-Pay") 32 Proposal 5 – Advisory Vote on Frequency of Future Advisory Votes for Approval of Executive Compensation 33 Proposal 6 – Approve One or More Adjournments of the Annual Meeting in Certain Circmstances 34

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management 35 Certain Relationships and Related Transactions 36 Requirements for Advance Notification of Nominations and Stockholder Proposals 37 Other Matters 38 Appendix A 39 Table of Contents ClearSign Technologies Corporation 8023 E. 63rd Place, Suite 101 Tulsa, OK 74133 PROXY STATEMENT FOR 2024 ANNUAL MEETING OF STOCKHOLDERS IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE STOCKHOLDER MEETING TO BE HELD ON JUNE 25, 2024 The proxy statement and annual report on Form 10-K for the year ended December 31, 2023 are available at www.proxyvote.com. In accordance with U.S. Securities and Exchange Commission (the "SEC") rules, we are providing access to our proxy materials in connection with the solicitation of proxies by our board of directors ("Board") for our virtual 2024 annual meeting of stockholders (the "Annual Meeting") to be held on June 25, 2024, at 1:00 p.m. Central Daylight Standard Time over the Internet to our stockholders rather than in paper form, which reduces the environmental impact of the Annual Meeting and our costs. Accordingly, if you are a stockholder of record, a one-page Notice of Internet Availability of Proxy Materials (the "Notice of Internet Availability") has been mailed to you on or about May 10, 2024. Stockholders of record may access the proxy materials on the website listed above or request a printed set of the proxy materials be sent to them by following the instructions in the Notice of Internet Availability. The Notice of Internet Availability also explains how you may request that we send future proxy materials to you by e-mail or in printed form by mail. If you choose the e-mail option, you will receive an e-mail next year with links to those materials and to the proxy voting site. We encourage you to choose this e-mail option, which will allow us to provide you with the information you need in a timely manner, will save us the c

View Full Filing

View this DEF 14A filing on SEC EDGAR