374Water Inc. 8-K

What Happened

• 374Water Inc. (SCWO) filed an 8-K on May 1, 2026 disclosing an employment agreement dated April 27, 2026 with its President and Chief Executive Officer, Daniel Bogar (appointment effective February 23, 2026).
• The agreement sets Mr. Bogar’s annual base salary at $225,000, establishes a performance bonus opportunity, and provides equity awards (stock options and restricted stock units) plus specified severance protections.

Key Details

• Base salary: $225,000 per year, subject to periodic Compensation Committee review.
• Bonus: Annual performance bonus target up to 100% of base salary (pro‑rated for 2026); 2026 bonus split 50% operational / 50% strategic goals as set by the Board.
• Equity: Option to purchase 175,000 shares at fair market value on grant and an RSU award for 175,000 shares; 25% of each grant vests on grant date, remaining 75% vests in eight equal quarterly installments beginning June 30, 2026, subject to continued service.
• Severance: If terminated without “Cause” or for “Good Reason” (and signs a release), Mr. Bogar is eligible for six months’ base pay (paid over six months), six months’ continued health coverage, any earned unpaid bonuses, a prorated bonus for the year, and accelerated vesting for unvested awards for six months after termination.

Why It Matters

• The agreement clarifies compensation and incentives for the company’s CEO, aligning pay with operational and strategic targets via a sizable bonus opportunity and equity awards.
• Equity grants (350,000 total shares via options and RSUs) could lead to future dilution depending on vesting and option exercise; options will be exercisable at fair market value at grant.
• Severance and benefit commitments create short‑term cash and benefit obligations in certain termination scenarios; investors should note the potential financial and ownership impacts when evaluating management incentives and company capital structure.
• The full Employment Agreement is filed as Exhibit 10.1 to the 8-K for more detail.