374Water (SCWO) Registration Filing summary

Company overview and business model

• Operates as a global industrial technology and services provider focused on innovative solutions for organic waste destruction and management in municipal, federal, and industrial markets.

• Proprietary AirSCWO system converts a wide range of hazardous and non-hazardous organic wastes, including PFAS, into recoverable resources such as water, minerals, and heat energy.

• Supports a circular economy and enables organizations to achieve environmental, social, and governance goals.

• Formed in Delaware in 2005, with a strategic shift in 2021 to focus on disruptive waste management technology.

Financial performance and metrics

• As of September 30, 2025, 154,261,131 shares of common stock were outstanding.

• Historical net tangible book value as of September 30, 2025, was $5.5 million, or $0.04 per share.

• After a full $50 million offering at $0.26 per share, as adjusted net tangible book value would be $54.0 million, or $0.16 per share, resulting in immediate dilution of $0.10 per share to new investors.

Use of proceeds and capital allocation

• Net proceeds are intended for working capital and general corporate purposes, including administrative expenses and capital expenditures.

• Management retains broad discretion over the timing and application of proceeds.

• Pending use, proceeds may be invested in short-term, investment-grade, interest-bearing instruments.