AirJoule Technologies Corp. 8-K

What Happened
AirJoule Technologies Corporation (AIRJ) filed an 8-K on January 13, 2026, disclosing that it intends to conduct an underwritten public offering of Class A common stock, subject to market conditions. The offering will be made under the company’s shelf registration statement on Form S-3 (File No. 333-291527) that was filed November 14, 2025 and declared effective November 21, 2025. The company also disclosed recent operational and financing developments, including a new commercial collaboration and a capital contribution to its joint venture.

Key Details

• Underwritten public offering announced via press release dated January 13, 2026; offering to be made under the effective Form S-3 registration statement.
• New collaboration with Red Dot Ranch Foundation announced December 2025 to deploy an AirJoule system for off‑grid atmospheric water production testing beginning early 2026; potential to expand and sell additional systems pending successful evaluation.
• Contributed $5.0 million in additional capital to the joint venture with GE Vernova on January 5, 2026.
• Reported approximately $21.8 million in cash, cash equivalents and restricted cash as of December 31, 2025.

Why It Matters
The planned public offering, if executed, would raise new capital and could dilute existing shareholders; it signals management is seeking funding from public markets rather than relying solely on partners or internal cash. The $5.0M JV contribution and the $21.8M cash balance provide a snapshot of the company’s near-term liquidity and commitment to its GE Vernova partnership. The Red Dot Ranch deployment is an early commercial step that, if successful, could lead to future system sales and revenue, but the filing discloses only the planned evaluation and no guaranteed orders.