Filing Analysis
Atomera Inc. filed an 8-K to announce the release of its financial results for the three and six months ended June 30, 2026. The filing includes a press release and an investor presentation.
📋 Key Facts
- Report date: August 4, 2026
- Reporting period: Three and six months ended June 30, 2026
- The company issued a press release (Exhibit 99.1) and an investor presentation (Exhibit 99.2)
- Information is furnished under Item 2.02 and not 'filed' for purposes of Section 18 liability
Atomera Inc. held its 2026 Annual Meeting of Stockholders on May 12, 2026, where shareholders approved all proposed items, including the election of directors and an increase in authorized common stock.
🚩 Red Flags
- The approval to increase authorized shares of common stock is a common precursor to future equity-based dilution for existing shareholders.
📋 Key Facts
- The 2026 Annual Meeting was held on May 12, 2026.
- Stockholders approved an amendment to increase the Company's authorized shares of common stock with 20,981,009 votes 'For'.
- Five directors were elected to the Board: John Gerber, Scott Bibaud, Steve Shevick, Duy-Loan Le, and Suja Ramnath.
- CBIZ CPAs P.C. was ratified as the independent registered public accounting firm.
- Executive compensation was approved on an advisory basis.
Atomera Incorporated reported its financial results for the first quarter ended March 31, 2026. The filing includes an earnings press release and a supplemental investor presentation detailing the company's performance.
📋 Key Facts
- Financial results for the three months ended March 31, 2026, were announced on May 5, 2026.
- The company furnished a press release as Exhibit 99.1.
- The company furnished an investor presentation as Exhibit 99.2.
- The report was filed under Item 2.02 (Results of Operations and Financial Condition).
Atomera Inc. entered into a securities purchase agreement for a registered direct offering of 5,000,000 shares of common stock at $5.00 per share. The offering is expected to generate $25 million in gross proceeds for working capital and general corporate purposes.
🚩 Red Flags
- Significant shareholder dilution resulting from the issuance of 5 million new shares.
- Proceeds are designated for general working capital, suggesting a continued need for external financing to fund operations.
📋 Key Facts
- Offering of 5,000,000 shares of common stock at a fixed price of $5.00 per share.
- Total gross proceeds of $25 million before fees and expenses.
- Craig-Hallum Capital Group, LLC acting as exclusive placement agent with a 5.0% cash fee.
- Executive officers and directors entered into 90-day lock-up agreements.
- The offering is conducted under an existing shelf registration statement on Form S-3 (File No. 333-287603).
- Closing expected on February 24, 2026.
Atomera Inc. reported its financial results for the fourth quarter and full fiscal year ended December 31, 2025. The filing serves as a routine disclosure of the company's results of operations and financial condition.
📋 Key Facts
- The filing covers the three and 12-month periods ended December 31, 2025.
- Information was disclosed under Item 8.01 (Other Information) rather than Item 2.02.
- Summary financial information is provided in Exhibit 99.1.
- The report was signed by CFO Francis B. Laurencio on February 23, 2026.
Atomera Inc. filed an 8-K to announce the release of its financial results for the three and twelve months ended December 31, 2025. The filing includes a press release and an investor presentation.
📋 Key Facts
- Reported date: February 12, 2026
- Covers financial results for the three and twelve months ended December 31, 2025
- Includes Exhibit 99.1 (Press Release) and Exhibit 99.2 (Investor Presentation)
- Filed under Item 2.02 (Results of Operations and Financial Condition)
Atomera Inc. has adopted Second Amended and Restated Bylaws to align with recent changes in Delaware General Corporation Law. The amendments primarily adjust quorum requirements and voting procedures for stockholder meetings.
🚩 Red Flags
- Reduction in quorum requirement from a majority to 1/3 could potentially make it easier for minority shareholders to pass certain measures if attendance is low.
📋 Key Facts
- Board of Directors approved and adopted Second Amended and Restated Bylaws on February 5, 2026.
- Quorum requirement for annual or special stockholder meetings reduced from a majority of voting shares outstanding to 1/3 of the voting shares outstanding (Section 1.6).
- Voting requirements updated: Matters other than director elections now require approval by a majority of votes cast, with abstentions and broker non-votes treated as not counted for or against the matter (Section 1.9).
Atomera Inc. filed an 8-K to announce the release of its financial results for the three and nine months ended September 30, 2025. The filing includes a press release and an investor presentation as exhibits.
📋 Key Facts
- Report date: October 28, 2025
- Reporting period: Three and nine months ended September 30, 2025
- The company will conduct an earnings call to distribute an investor presentation
- Exhibits include a press release (99.1) and an investor presentation (99.2)
Atomera Inc. filed this 8-K to remind investors that the company uses its corporate website and LinkedIn account as official channels for distributing material information in compliance with Regulation FD.
📋 Key Facts
- The filing is a reminder regarding disclosure practices under Regulation FD.
- Material information will be posted on www.atomera.com and https://www.linkedin.com/company/atomera/.
- Filed on October 21, 2025.
Atomera Inc. filed an 8-K to announce the release of its financial results for the three and six months ended June 20, 2025. The filing includes a press release and an investor presentation as exhibits.
📋 Key Facts
- Financial results announced for the periods ending June 20, 2025 (three and six-month durations).
- The company scheduled an earnings call to distribute an investor presentation.
- Exhibits 99.1 (Press Release) and 99.2 (Investor Presentation) were provided.
Atomera Inc. held its 2025 Annual Meeting of Stockholders on May 15, 2025. The meeting resulted in the election of five directors and the ratification of the company's independent auditor.
🚩 Red Flags
- Significant 'Against' vote on executive compensation (3,061,083 against vs 7,395,432 for), indicating potential shareholder dissatisfaction with pay structures.
- Substantial 'Against' vote on the Amendment No. 1 of the 2023 Stock Incentive Plan (3,531,847 against).
📋 Key Facts
- The 2025 Annual Meeting of Stockholders was held on May 15, 2025.
- Five directors were elected to terms expiring at the 2026 annual meeting: John Gerber, Scott Bibaud, Steve Shevick, Duy-Loan Le, and Suja Ramnath.
- Stockholders ratified the appointment of CBIZ CPAs P.C. as the independent registered public accounting firm (18,243,471 votes in favor).
- Stockholders approved executive compensation on an advisory basis (Say-on-Pay) with 7,395,432 votes in favor.
- Amendment No. 1 of the Company’s 2023 Stock Incentive Plan was approved by stockholders.
Atomera Inc. filed an 8-K to announce its financial results for the first quarter ended March 31, 2025. The filing includes a press release and an investor presentation.
📋 Key Facts
- Report date: May 6, 2025
- Reporting period: Three months ended March 31, 2025
- The company issued a press release (Exhibit 99.1) and an investor presentation (Exhibit 99.2)
- Earnings call to be conducted following the announcement
Atomera Inc. entered into an Amended and Restated Employment Agreement with its CEO, Scott A. Bibaud, to modify his severance terms. The change shifts his severance eligibility from a 'single trigger' to a 'double trigger' in the event of a Change of Control.
🚩 Red Flags
- None identified; this is a standard corporate governance adjustment to align executive compensation with shareholder interests.
📋 Key Facts
- Date of agreement: May 5, 2025
- The restated agreement supersedes the original agreement dated March 3, 2025
- Modification removes 'Change of Control' as an independent trigger for severance (Section 1.1(i)(v))
- Severance now requires a Change of Control PLUS termination without Cause or resignation for Good Reason (Double Trigger)
Atomera Inc. announced the departure of Shawn Thomas, Vice President of Marketing and Business Development, effective March 28, 2025.
📋 Key Facts
- Shawn Thomas is resigning from his position as VP of Marketing and Business Development.
- The resignation was formally notified on March 24, 2025.
- Effective date of departure is March 28, 2025.
Atomera Inc. announced the resignation of its independent registered public accounting firm, Marcum LLP, effective March 18, 2025. The company has appointed CBIZ CPAs P.C. as its new independent auditor.
🚩 Red Flags
- Auditor change (resignation) can sometimes precede restatements or internal control issues, though no disagreements were reported here.
📋 Key Facts
- Marcum LLP resigned as the Company's independent registered public accounting firm on March 18, 2025.
- CBIZ CPAs P.C. has been engaged to replace Marcum LLP following approval from the Audit Committee.
- The company stated that reports for fiscal years ended December 31, 2024, and 2023, did not contain adverse opinions or disclaimers of opinion.
- There were no reported disagreements with Marcum regarding accounting principles, financial statement disclosure, or auditing scope/procedures through the date of resignation.
- No reportable events occurred as defined by Regulation S-K.
Atomera Inc. filed an 8-K to announce the release of its financial results for the three and twelve months ended December 31, 2024. The filing includes a press release and an investor presentation.
📋 Key Facts
- Reporting period: Three and twelve months ended December 31, 2024.
- Filing date: February 11, 2025.
- The company intends to conduct an earnings call and distribute an investor presentation.
- Exhibits include a press release (99.1) and an investor presentation (99.2).
Atomera Inc. announced the elevation of Shawn Thomas to Vice President of Marketing and Business Development, effective January 22, 2025. Mr. Thomas moves from a non-executive role into an executive officer position with primary responsibility for marketing and business development.
📋 Key Facts
- Shawn Thomas appointed as VP of Marketing and Business Development on January 22, 2025.
- Mr. Thomas previously served in the same functional area under the CEO since July 2024.
- Compensation includes a $300,000 annual base salary and an annual bonus potential of up to 40% of base salary.
- Existing equity incentive: Options for up to 166,784 shares at an exercise price of $3.50 per share (granted July 25, 2024).
- Mr. Thomas has a background in leadership roles at Applied Materials, GlobalWafers, ASM, and Motorola.
Atomera Inc. filed an 8-K to announce its financial results for the three and nine months ended September 30, 2024. The filing includes a press release and an investor presentation as exhibits.
📋 Key Facts
- Reporting period: Three and nine months ended September 30, 2024.
- Filing date: October 29, 2024.
- The company intends to conduct an earnings call and distribute an investor presentation.
- Exhibits include a press release (99.1) and an investor presentation (99.2).
Atomera Inc. filed an 8-K to announce its quarterly financial results for the three and six months ended June 30, 2024. The filing includes a press release and an investor presentation as exhibits.
📋 Key Facts
- Report date: July 30, 2024
- Reporting period: Three and six months ended June 30, 2024
- The company issued a press release (Exhibit 99.1) regarding financial results
- The company provided an investor presentation (Exhibit 99.2)
Atomera Inc. held its 2024 Annual Meeting of Stockholders on May 1, 2024. The meeting resulted in the election of five directors and the ratification of Marcum LLP as the independent auditor.
🚩 Red Flags
- Significant 'Against' vote on executive compensation (approximately 44% of the votes cast were against the Say-on-Pay advisory proposal), which may indicate shareholder dissatisfaction with management compensation structures.
📋 Key Facts
- The 2024 Annual Meeting of Stockholders was held on May 1, 2024.
- Five directors were elected to terms expiring at the 2025 annual meeting: John Gerber, Scott Bibaud, Steve Shevick, Duy-Loan Le, and Suja Ramnath.
- Stockholders ratified the appointment of Marcum LLP as the Company's independent registered public accounting firm with 15,179,285 votes in favor.
- The advisory vote on executive compensation (Say-on-Pay) received significant opposition, with 3,703,814 votes against compared to 4,699,163 in favor.
Atomera Inc. filed an 8-K to announce the release of its financial results for the first quarter ended March 31, 2024. The filing includes a press release and an investor presentation as exhibits.
📋 Key Facts
- Report date: April 25, 2024
- Reporting period: Three months ended March 31, 2024
- The company issued a press release (Exhibit 99.1) and an investor presentation (Exhibit 99.2)
- Information is furnished under Item 2.02 and not 'filed' for purposes of Section 18 liability.
Atomera Inc. announced that Jeffrey Lewis, Senior Vice President of Business Development and Marketing, will retire effective March 29, 2024.
📋 Key Facts
- Jeffrey Lewis is retiring from his role as SVP of Business Development and Marketing.
- The retirement is scheduled to become effective on March 29, 2024.
- The announcement was made via an 8-K filing dated March 11, 2024.
Atomera Inc. issued an 8-K to announce its financial results for the three and twelve months ended December 31, 2023. The filing includes a press release and an investor presentation as exhibits.
📋 Key Facts
- Report date: February 13, 2024
- Reporting period covered: Three and twelve months ended December 31, 2023
- The company intends to conduct an earnings call to distribute an investor presentation
- Exhibits include a press release (99.1) and an investor presentation (99.2)
Atomera Inc. announced the achievement of its second revenue milestone under a previously disclosed first commercial license agreement. The milestone was triggered by customer acceptance of the company's MST process.
📋 Key Facts
- Date of event: January 10, 2024
- Milestone achieved: Second revenue milestone under the first commercial license agreement
- Trigger: Customer acceptance of the MST (Molecular Silicon Technology) process
- The filing is a press release furnished pursuant to Item 2.02 and not 'filed' for liability purposes.