AirJoule Technologies Corp. — fact timeline

AirJoule Technologies Corp. shareholders approved Auditor Ratification Proposal at the 2026-05-28 meeting.

“Proposal 2: Auditor Ratification Proposal For Against Abstain 52,357,868 11,878 2,633”

AirJoule Technologies Corp. shareholders approved Director Election Proposal at the 2026-05-28 meeting.

“The 2026 Annual Meeting of Shareholders of the Company was held on May 28, 2026”

AirJoule Technologies Corp. reported financial results for fourth quarter and year ended December 31, 2025.

“On March 30, 2026, AirJoule Technologies Corporation issued a press release announcing its financial and operational results for the fourth quarter and year ended December 31, 2025.”

AirJoule Technologies Corp. entered into Underwriting Agreement with Lucid Capital Markets, LLC valued at approximately $19.3 million (effective 2026-01-14).

“On January 14, 2026, AirJoule Technologies Corporation (the “Company”) and Lucid Capital Markets, LLC, as underwriter (the “Underwriter”), entered into an underwriting agreement (the “Underwriting Agreement”), pursuant to which the Company agreed to sell to the Underwriter, and the Underwriter agreed to purchase from the Company, subject to and upon the terms and conditions set forth therein, 6,153,847 shares of its Class A common stock, par value $0.0001 per share (the “Class A Common Stock”) at the public offering price less underwriting discounts and commissions (the “Offering”).”

Jeff Gutke changed role as Chief Administrative Officer at AirJoule Technologies Corp..

“In connection with Mr. Pang’s appointment, Jeff Gutke, who previously served as the Company’s Chief Financial Officer, transitioned to become the Company’s Chief Administrative Officer.”

Stephen Pang was appointed as Chief Financial Officer at AirJoule Technologies Corp..

“Montana Technologies Corporation (the “ Company ”) announced the expansion of its management team, including the appointment of Stephen Pang as the Company’s Chief Financial Officer.”

Patrick C. Eilers was appointed as Chairman of the Board at AirJoule Technologies Corp..

“Patrick C. Eilers, a current member of the Board, was appointed to serve as Chairman of the Board.”

Kyle Derham was appointed as Class II Director at AirJoule Technologies Corp..

“appointed Kyle Derham as a Class II director of the Board, effective immediately.”

AirJoule Technologies Corp.: Company ceased being a shell company as a result of the Business Combination.

“As a result of the Business Combination, the Company ceased being a shell company.”

AirJoule Technologies Corp.: Board approved and adopted a new Code of Ethics and Conduct applicable to all employees, officers and directors on March 14, 2024 (effective 2024-03-14).

“In connection with the Closing, on March 14, 2024, the board of directors of the Company approved and adopted a new Code of Ethics and Conduct applicable to all employees, officers and directors of the Company.”

AirJoule Technologies Corp.: Board approved and adopted Amended and Restated Bylaws effective immediately prior to completion of the Business Combination on March 14, 2024 (effective 2024-03-14).

“On March 14, 2024, the Board approved and adopted the Amended and Restated Bylaws of Montana (the “Bylaws”), which became effective immediately prior to the completion of the Business Combination.”

AirJoule Technologies Corp.: Amended and restated certificate of incorporation became effective upon filing with Delaware Secretary of State on March 15, 2024 (effective 2024-03-15).

“The Second Amended and Restated Certificate of Incorporation of the Post-Combination Company (the “Certificate of Incorporation”), which became effective upon filing with the Secretary of State of the State of Delaware on March 15, 2024, includes the amendments proposed by the Charter Proposal.”

AirJoule Technologies Corp. underwent a change of control involving Legacy Montana LLC (formerly Montana Technologies LLC) and XPDB Merger Sub, LLC (closed 2024-03-14).

“Pursuant to the terms and subject to the conditions set forth in the Merger Agreement, the Business Combination was consummated on March 14, 2024 (the "Closing").”

AirJoule Technologies Corp. entered into Lock-Up Agreements with the Sponsor and certain other holders of Montana capital stock valued at Approximately 32,382,023 shares of Class A common stock (effective 2024-03-14).

“On March 14, 2024, in connection with the consummation of the Business Combination and as contemplated by the Merger Agreement, Montana, the Sponsor and certain other holders of Montana capital stock entered into lock-up agreements (the “Lock-Up Agreements”).”

AirJoule Technologies Corp. entered into Amended and Restated Registration Rights Agreement with XPDI Sponsor II LLC and certain other holders of Montana capital stock valued at Not disclosed (effective 2024-03-14).

“On March 14, 2024, in connection with the consummation of the Business Combination and as contemplated by the Merger Agreement, Montana, XPDI Sponsor II LLC, a Delaware limited liability company (the “Sponsor”), and certain other holders of Montana capital stock entered into an Amended and Restated Registration Rights Agreement (the “Registration Rights Agreement”).”

AirJoule Technologies Corp. engaged BDO USA, P.C. as its auditor.

“On March 14, 2024, the Audit Committee of the Board approved the engagement of BDO USA, P.C. (“BDO”) as the Company’s independent registered public accounting firm to audit the Company’s consolidated financial statements for the year ended December 31, 2024, effective as of the Closing.”

AirJoule Technologies Corp. dismissed Marcum LLP as its auditor.

“On March 14, 2024, the Audit Committee of the Board dismissed Marcum LLP (“Marcum”), XPDB’s independent registered public accounting firm prior to the business combination, as the Company’s independent registered public accounting firm, effective upon the Closing.”