8-K

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): March 6, 2024

701 W Main Street, Suite 410 Durham, NC 27701

(Address of Principal Executive Offices)(Zip Code)

(919) 888-8194

(Registrant’s Telephone Number, Including Area Code)

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:

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 8.01 Other Events.

On March 6, 2024, 374Water Inc. (the “Company”) issued a press release announcing the signing of a contract with the City of Orlando, Florida, to deploy an AirSCWO 6 unit as part of a full-scale demonstration at the City of Orlando’s Iron Bridge Regional Water Reclamation Facility.  A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

The information in Item 8.01 of this report, including the press release attached as Exhibit 99.1, shall not be deemed to be “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. Furthermore, such information shall not be deemed to be incorporated by reference into the filings of the registrant under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01  Financial Statements and Exhibits.

(d)  Exhibits

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.

scwo_ex991.htm EXHIBIT 99.1

374Water Secures Major Agreement with City of Orlando to Advance Sustainable Waste Management

DURHAM, NC / ACCESSWIRE / March 6, 2024 / 374Water Inc. (NASDAQ:SCWO), a global cleantech and social impact company, today announced the signing of a contract with the City of Orlando, Florida, to deploy an AirSCWO 6 unit as part of a full-scale demonstration at the City of Orlando's Iron Bridge Regional Water Reclamation Facility. This agreement marks another crucial milestone for 374Water as it continues to strengthen partnerships with major municipalities in order to improve waste management practices and environmental conditions within communities.

The agreement is highlighted by the deployment of an AirSCWO 6 service unit, which will be integrated into the City of Orlando's Iron Bridge Regional Water Reclamation Facility. The unit is expected to be deployed in the second quarter of 2024, and intends to treat no less than 400 metric tons of sludge monthly during the three-month collaboration.

"Securing this opportunity with the City of Orlando underscores the growing need to evolve the way in which cities and municipalities across the country manage waste and wastewater, while marking another pivotal step in our unwavering commitment to drive impactful environmental change," noted Jeff Quick, Interim CEO of 374Water. "This collaboration will form the basis for an additional proof point for countless prospective customers looking to implement more effective and sustainable solutions for their stakeholders."

Integrating cutting-edge solutions like AirSCWO units into wastewater treatment facilities can allow municipalities to significantly enhance their waste management systems, ridding them of contaminants, rather than just separating them from the water.

"374Water's innovation in clean technology aligns with the City of Orlando's dedication to environmental sustainability and reducing the impact of wastewater and its contaminants," said Orlando Mayor Buddy Dyer. "This collaboration with 374Water reflects our collective ambition to make tangible improvements in the quality of life for our residents and we hope becomes a model for cities across the U.S."

About 374Water

374Water Inc. (Nasdaq:SCWO) is a global cleantech and social impact company whose mission is to preserve a clean and healthy environment that sustains life. We are pioneering a new era of sustainable waste management that supports a circular economy and enables organizations to achieve their environmental, social, and governance (ESG) and sustainability goals. Follow us on LinkedIn.

Cautionary Language

This press release contains "forward-looking statements," as that term is defined under the Private Securities Litigation Reform Act of 1995 (PSLRA), which statements may be identified by words such as "expects," "plans," "projects," "will," "may," "anticipates," "believes," "should," "intends," "estimates," and other words of similar meaning.

Investor Contact:

Heather Crowell

ir@374water.com

Media Contacts:

Christian Rizzo

347Water Inc.

media@374water.com

Ashley Papagni

City of Orlando

ashley.papagni@orlando.gov

SOURCE: 374Water Inc.