Form 8-K

8-K — 374Water Inc.

Accession: 0001654954-26-007472

Filed: 2026-08-11

Period: 2026-08-11

CIK: 0000933972

SIC: 3621 (MOTORS & GENERATORS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — scwo_8k.htm (Primary)

EX-99.1 — PRESS RELEASE (scwo_ex991.htm)

GRAPHIC (scwo_ex991img1.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — FORM 8-K

8-K (Primary)

Filename: scwo_8k.htm · Sequence: 1

scwo_8k.htm

0000933972false00009339722026-08-112026-08-11iso4217:USDxbrli:sharesiso4217:USDxbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported): August 11, 2026

374WATER INC.

(Exact Name of Registrant as Specified in Charter)

Delaware

001-27866

88-0271109

(State of Incorporation)

(Commission File No.)

(I.R.S. Employer Identification No.)

100 Southcenter Court, Suite 200 Morrisville, NC 27560

(Address of Principal Executive Offices)(Zip Code)

(440) 601-9677

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.0001

SCWO

The Nasdaq Capital Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On August 11, 2026, 374Water Inc. (the “Company”) issued a press release (the “Press Release”) reporting its financial results for the quarter ended June 30, 2026, and certain other business information and updates. A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K (this “Current Report”) and incorporated by reference herein.

The information furnished in Item 2.02 of this Current Report, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

Description

99.1

Press Release of 374Water Inc., dated August 11, 2026.

104

Cover Page Interactive Data File (formatted as Inline XBRL)

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: August 11, 2026 By: /s/ Danny Bogar

Name: Danny Bogar

Title: President and Chief Executive Officer

EX-99.1 — PRESS RELEASE

EX-99.1

Filename: scwo_ex991.htm · Sequence: 2

scwo_ex991.htm

EXHIBIT 99.1

374Water Reports Preliminary Second Quarter 2026 Revenue of $2.2M and Advances Commercial Deployments Across Municipal and Federal Markets

374Water’s 2026 first half revenue exceeds $2.8M, more than doubling the Company’s revenue for the same period last year.

MORRISVILLE, NC / ACCESS Newswire / August 11, 2026 / 374Water Inc. (NASDAQ:SCWO) ("374Water" or the "Company"), a leading cleantech environmental services company deploying supercritical water oxidation technology for the permanent destruction of organic waste including PFAS through its proprietary AirSCWO™ technology, today provided a business update in advance of reporting its financial results for the second quarter ended June 30, 2026. The Company will release its complete financial results on August 14, 2026.

“The second quarter of 2026 has been about building towards long-term growth from a strong technical and operational foundation,” said Danny Bogar, Chief Executive Officer of 374Water. “Since I assumed the role of CEO earlier this year, our team has remained focused on alignment and execution. We are converting years of technology development into rapidly growing revenue, more deployed systems, long-term contracts, and durable partnerships. We have expanded our flagship Waste Destruction Services hub in Orlando, executed a MOU with Arcadis to pursue federal PFAS destruction opportunities, completed a rigorous government PFAS demonstration with the Department of Defense validated by independent results, and cleared a critical Factory Acceptance Test for California’s Orange County Sanitation District.”

“While there is still significant work ahead, I believe the progress we’ve made positions 374Water to capitalize on the growing demand for permanent destruction solutions. As society and regulatory pressures increase, customers will seek proven, scalable solutions for the destruction of harmful and persistent pollutants. The second half of 2026 will be about creating additional partnerships, expanding our facility and capacity in Orlando, and commercializing our AFFF waste destruction services.”

Second Quarter and Recent Business Highlights

•

Preliminary second quarter revenue exceeded $2.2M vs. $0.6M in 2025, driven by approximately $2.0M recognized following the OC San Factory Acceptance Test

•

Preliminary first half revenue of approximately $2.8M vs. $1.1M in 2025

•

Continued progress on commercial equipment sales and deliveries, including:

Successfully completing the Orange County Sanitation District (“OC San”) Factory Acceptance Test, a key commercial milestone that positions the Company to invoice approximately $2.6M in remaining contract billings, while supporting revenue recognition of approximately $1.1M of remaining contract value.

Receiving an order for $4.8M from Olathe, KS,

Deploying an AirSCWO mobile system to St. Cloud, MN for a $600,000 pilot project which is now in its third phase, and

Expanding the Waste Destruction Services (“WDS”) facility in Orlando, FL.

•

The company also continues discussions with strategic industry participants regarding project development, commercial partnerships, and infrastructure capital opportunities.

Expanding the Waste Destruction Services Platform

The Orlando regional hub is designed as the Company's first recurring-revenue waste destruction facility. As customer volumes increase, management believes the facility will become a scalable cash-generating asset supporting municipal, industrial, and federal customers while serving as the blueprint for future regional Waste Destruction Services hubs. The Orlando WDS hub now includes approximately 88,000 gallons of waste storage capacity, allowing the Company to receive and stage significantly larger volumes of PFAS-contaminated waste.

Management believes the Orlando Waste Destruction facility has the potential to generate multi-million-dollar annual recurring revenues as customer contracts are secured and processing volumes ramp up.

Arcadis MOU Establishes Commercial Framework for Federal PFAS Destruction

During the quarter, 374Water announced a strategic relationship with Arcadis, one of the world’s leading engineering and environmental consulting firms. This collaboration is expected to accelerate commercial opportunities primarily across the Federal and Industrial markets by combining Arcadis’ global engineering capabilities with 374Water’s destruction technology.

Management believes the U.S. government's need to destroy PFAS-containing waste, including AFFF and other contaminated materials, represents a multi-billion-dollar long-term remediation market. Through its collaboration with Arcadis and successful Department of Defense demonstration programs, the Company is positioning itself to compete for future federal destruction projects as procurement opportunities emerge.

Factory Acceptance Test and Delivery Scheduled for OC Sanitation District

374Water completed the Factory Acceptance Test (“FAT”) for its AirSCWO system as part of the delivery and deployment milestones for Orange County Sanitation District (“OC San”). Completion of the Factory Acceptance Test activates the next phase of the project, positioning the Company to recognize the remaining $1.1 million in revenue while receiving $2.6 million in remaining billings, as operational milestones are completed. The Company and OC San have planned for the deployment of the 374Water commissioning team and system in October of this year.

Together with active projects in Orlando, St. Cloud, and Olathe, 374Water continues to build a growing portfolio of municipal reference installations that management believes will support future commercial growth across North America.

Leadership and Governance

374Water appointed Charles “Chuck” Weiser, CPA, as Chief Financial Officer. Mr. Weiser succeeds Adrienne Anderson, who served as Interim Chief Financial Officer and will continue to support the Company.

The Board appointed Richard “Rick” Davis to the Board of Directors. Mr. Davis previously served on the Board from 2021 through June 2025 and, is the former Chief Executive Officer of PowerVerde.

Looking Ahead

“We are working to build a Company that delivers — safely, consistently, transparently, and with urgency,” said Bogar. “Our commercial momentum is translating into greater revenue visibility. We have approximately $2.6 million remaining to be invoiced under the OC San contract. Our $600,000 St. Cloud WDS pilot is in Phase III, and we hope to expand that relationship going forward. In addition, with over $4.8M expected from our Olathe, KS contract, an expanded Orlando destruction hub, and multiple strategic collaborations advancing, we believe we are building a foundation for recurring growth. “As we strengthen our balance sheet, align with strategic partners such as Arcadis, and bring new customers to our Orlando hub, we believe the market will recognize the value of 374Water. The opportunity in front of us is significant. Our job now is to execute.”

About 374Water

374Water Inc. (NASDAQ: SCWO) is a global industrial technology and services company providing innovative solutions addressing wastewater treatment and waste management issues within the industrial, municipal, and federal markets. 374Water's AirSCWO technology is designed to efficiently destroy and mineralize a broad spectrum of nonhazardous and hazardous organic wastes, producing safe dischargeable water streams, safe mineral effluent, safe vent gas, and recoverable heat energy. 374Water's AirSCWO technology has the potential to assist its customers to meet discharge requirements, reduce or eliminate disposal costs, remove bottlenecks, and reduce litigation and other risks. 374Water continues to be a leader in innovative waste treatment solutions, dedicated to creating a greener future and eradicating harmful pollutants. Learn more by visiting www.374water.com and follow us on LinkedIn.

Forward-Looking Statements

Certain statements in this communication are "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, as amended. Words such as "anticipate," "believe," "confidence," "could," "design," "estimate," "expect," "intend," "may," "plan," "predict," "project," "potential," or other comparable terminology are intended to identify forward-looking statements. 374Water has based these forward-looking statements on its current expectations, assumptions, estimates, beliefs, and projections. While 374Water believes these expectations, assumptions, estimates, and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which involve factors or circumstances that are beyond the 374Water's control. These forward-looking statements are subject to risks and uncertainties, including those discussed under "Risk Factors" in 374Water's Form 10-k for the year ended December 31, 2025, and in 374Water's subsequent filings and reports with the SEC. The forward-looking statements herein are made only as of the date they were first issued, and unless otherwise required by laws, 374Water disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Investor Relations Contact

Belton Copp

Vice President

Direct: 401-419-1545

Belton.Copp@374water.com

www.374Water.com

GRAPHIC

Filename: scwo_ex991img1.jpg · Sequence: 8

Binary file (3275 bytes)

Download scwo_ex991img1.jpg

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 10

v3.26.1

Cover

Aug. 11, 2026

Cover [Abstract]

Entity Registrant Name

374WATER INC.

Entity Central Index Key

0000933972

Document Type

8-K

Amendment Flag

false

Entity Emerging Growth Company

false

Document Period End Date

Aug. 11, 2026

Entity File Number

001-27866

Entity Incorporation State Country Code

Entity Tax Identification Number

88-0271109

Entity Address Address Line 1

100 Southcenter Court

Entity Address Address Line 2

Suite 200

Entity Address City Or Town

Morrisville

Entity Address State Or Province

Entity Address Postal Zip Code

27560

City Area Code

440

Local Phone Number

601-9677

Security 12b Title

Common Stock, par value $0.0001

Trading Symbol

SCWO

Security Exchange Name

NASDAQ

Written Communications

false

Soliciting Material

false

Pre Commencement Tender Offer

false

Pre Commencement Issuer Tender Offer

false

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Cover page.

+ References

No definition available.

+ Details

Name:

dei_CoverAbstract

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

Period Type:

duration

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 2 such as Street or Suite number

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine2

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

Period Type:

duration

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration