374Water Inc. Files 8-K for Material Definitive Agreement

TL;DR

374Water Inc. signed a big deal on Nov 14, 2024. Details in 8-K.

AI Summary

On November 14, 2024, 374Water Inc. entered into a material definitive agreement. The company, previously known as POWERVERDE, INC. and VYREX CORP, is incorporated in Delaware and headquartered in Durham, NC. This filing is a current report under the Securities Exchange Act of 1934.

Why It Matters

This filing indicates a significant contractual development for 374Water Inc., which could impact its business operations and financial standing.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that are not yet fully understood.

Key Players & Entities

• 374Water Inc. (company) — Registrant
• POWERVERDE, INC. (company) — Former company name
• VYREX CORP (company) — Former company name
• November 14, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• Durham, NC (location) — Principal executive offices

FAQ

Key Financial Figures

• $0.0001 — registered Common Stock, par value $0.0001 SCWO The Nasdaq Capital Market LLC
• $1.25 — e and the accompanying 1.5 Warrants was $1.25. The aggregate gross proceeds to the Co
• $12.2 million — on November 18, 2024, was approximately $12.2 million before deducting placement agent fees a
• $1.125 — The exercise price of each Warrant is $1.125. Each Warrant is immediately exercisabl
• $75,000 — an amount not to exceed an aggregate of $75,000. The Placement Agency Agreement contain

Filing Documents

• scwo_8k.htm (8-K) — 37KB
• scwo_ex41.htm (EX-4.1) — 108KB
• scwo_ex51.htm (EX-5.1) — 17KB
• scwo_ex101.htm (EX-10.1) — 180KB
• scwo_ex102.htm (EX-10.2) — 67KB
• scwo_ex103.htm (EX-10.3) — 21KB
• scwo_ex991.htm (EX-99.1) — 9KB
• scwo_ex51img1.jpg (GRAPHIC) — 3KB
• 0001654954-24-014612.txt ( ) — 672KB
• scwo-20241114.xsd (EX-101.SCH) — 6KB
• scwo-20241114_lab.xml (EX-101.LAB) — 14KB
• scwo-20241114_cal.xml (EX-101.CAL) — 1KB
• scwo-20241114_pre.xml (EX-101.PRE) — 9KB
• scwo-20241114_def.xml (EX-101.DEF) — 2KB
• scwo_8k_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On November 14, 2024, 374Water Inc., a Delaware corporation (the "Company"), entered into a Securities Purchase Agreement (the "Purchase Agreement") with certain investors (the "Purchasers"), pursuant to which the Company agreed to issue and sell (i) an aggregate of 9,783,496 shares (the "Shares") of the Company's common stock, par value $0.0001 per share ("Common Stock"), and (ii) warrants (the "Warrants") to purchase up to an aggregate of 14,675,244 shares of Common Stock in a registered direct offering (the "Offering"). The purchase price for one Share and the accompanying 1.5 Warrants was $1.25. The aggregate gross proceeds to the Company from the Offering, which closed on November 18, 2024, was approximately $12.2 million before deducting placement agent fees and other estimated offering expenses payable by the Company and excluding the proceeds, if any, from the exercise of the Warrants issued in the Offering. The exercise price of each Warrant is $1.125. Each Warrant is immediately exercisable and will expire five years following the date of issuance. The Purchase Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company, including for liabilities under the Securities Act of 1933, as amended (the "Securities Act"), other obligations of the parties and termination provisions. In the Purchase Agreement, subject to certain exceptions, the Company has agreed that neither it nor any subsidiary will (i) issue or enter into an agreement, or announce the issuance or proposed issuance of, any shares of Common Stock or Common Stock equivalents for a period of 90 days or (ii) effect or enter into an agreement to effect any issuance by the Company or any of its subsidiaries of Common Stock or Common Stock equivalents (or a combination of units thereof) involving a variable rate transaction, for a period of 180

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On November 15, 2024, the Company issued a press release announcing the Offering. A copy of the press release is furnished as Exhibit 99.1 to this Current Report and is incorporated by reference herein. The information contained in this Item 7.01 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. 3

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 4.1 Form of Warrant 5.1 Opinion of Orrick, Herrington & Sutcliffe LLP 10.1* Form of Securities Purchase Agreement, dated as of November 14, 2024 10.2+ Placement Agency Agreement, dated as of November 14, 2024, by and between 374Water Inc. and D. Boral Capital LLC 10.3 Form of Lock-Up Agreement 23.1 Consent of Orrick, Herrington & Sutcliffe LLP (included in Exhibit 5.1). 99.1 Press Release, dated November 15. 2024. 104 Cover Page Interactive Data File (formatted as Inline XBRL) * Certain of the exhibits and schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The Company agrees to furnish a copy of all omitted exhibits and schedules to the Commission upon its request. + Certain portions of this exhibit have been omitted in compliance with Regulation S-K Item 601(b)(10)(iv) because the Company has determined that the information is not material and is the type that the Company treats as private or confidential. The Company agrees to furnish a copy of any omitted portion to the Commission upon its request. 4

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. 374WATER INC. Dated: November 18, 2024 By: /s/ Christian Gannon Name: Christian Gannon Title: Chief Executive Officer 5

View Full Filing

View this 8-K filing on SEC EDGAR