ClearSign receives Nasdaq non-compliance notice over board independence; two directors resign

ClearSign Technologies Corp

On August 8, 2025, Nasdaq notified ClearSign it fails board independence and audit committee composition requirements due to resignations of directors de Lacy and Schrecker.
Board had no majority independent directors and audit committee only two independent directors, violating Nasdaq Listing Rules 5605(b)(1) and 5605(c)(2)(A).
Cure period: until earlier of next annual meeting or August 4, 2026; if meeting before Feb 2, 2026, then by Feb 2, 2026.
Board decreased from six to five; Louis J. Basenese appointed to Governance Committee, G. Todd Silva to Compensation Committee.
Resignations were not due to any disagreement with the Company; ClearSign plans to appoint a new independent director.

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