secwatch / observer

ClimateRock — fact timeline

Source-grounded facts extracted from ClimateRock's SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

CLRCF ClimateRock JSON
Shareholder Votes

ClimateRock shareholders approved Adjournment Proposal - to approve the adjournment of the Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the foregoing proposal at the 2026-05-01 meeting.

“2. Adjournment Proposal For Against Abstain 2,086,876 0 0”
Shareholder Votes

ClimateRock shareholders approved Extension Amendment Proposal - to amend the Company's amended and restated memorandum and articles of association to extend the date by which the Company has to consummate an initial Business Combination from May 2, 2026 to November 2, 2026 (or such earlier date as determined by the Company's board at the 2026-05-01 meeting.

“1. Extension Amendment Proposal For Against Abstain 2,086,876 0 0 Accordingly, the Extension Amendment Proposal was approved.”
Listing & Compliance Notices

ClimateRock received a nasdaq delisting notice notice regarding other.

“April 8, 2025, ClimateRock (the "Company" or "ClimateRock") received written notice (the “Notice Letter”) from the Nasdaq Hearings Panel (the “Panel”) indicating that the Panel had determined to delist the Company’s securities from The Nasdaq Stock Market LLC (“Nasdaq”) and that trading in the Company’s securities would be suspended at the open of trading on April 10, 2025, due to the Company’s failure to comply with the terms of the Panel’s January 6, 2026 decision (the “Decision”). Pursuant to the Decision, amongst other things, the Company was required to complete its initial business combi”

Michael Geary was appointed as Interim Chief Financial Officer at ClimateRock.

“On April 13, 2025, Michael Geary was appointed to serve as Interim Chief Financial Officer of ClimateRock, effective immediately.”

Abhishek Bawa resigned as Chief Financial Officer at ClimateRock.

“On March 26, 2025, Abhishek Bawa notified the board of directors (the "Board") of ClimateRock (the "Company") of his resignation as Chief Financial Officer of the Company, effective on March 26, 2025.”

Dariusz Sliwinski was appointed as Director; Chair of Audit Committee at ClimateRock.

“On May 20, 2024, the Board of Directors (the “ Board ”) of ClimateRock, a Cayman Islands exempted company (the “ Company ”), appointed Dariusz Sliwinski as a director, effective immediately.”
Shareholder Votes

ClimateRock shareholders approved ratify the selection of UHY LLP as independent auditor for 2024 at the 2024-04-29 meeting.

“3. Auditor Ratification Proposal For Against Abstain 2,939,637 0 0 Accordingly, the Auditor Ratification Proposal was approved.”
Shareholder Votes

ClimateRock shareholders approved amendment to permit the Board, in its sole discretion, to elect to wind up the Company’s operations on an earlier date than May 2, 2025 at the 2024-04-29 meeting.

“2. Liquidation Amendment Proposal For Against Abstain 2,939,637 0 0 Accordingly, the Liquidation Amendment Proposal was approved.”
Shareholder Votes

ClimateRock shareholders approved amendment to extend the date by which the Company has to consummate an initial business combination from May 2, 2024 to May 2, 2025 at the 2024-04-29 meeting.

“1. Extension Amendment Proposal For Against Abstain 2,938,628 1,009 0 Accordingly, the Extension Amendment Proposal was approved.”
Debt Financings

ClimateRock incurred loan of up to $600,000 with U.N. SDG Support LLC at no interest maturing upon the earlier of (a) the date of the consummation of the Business Combination, and (b) the date of the liquidation of the Company.

“On April 30, 2024, ClimateRock (the “ Company ” or “ we ”) issued a promissory note (the “ Note ”) in the aggregate principal amount of up to $600,000 (the “ Extension Funds ”) to U.N. SDG Support LLC, a Delaware limited liability company, the Company’s sponsor (the “ Sponsor ”), pursuant to which the Extension Funds will be deposited into the Company’s trust account (the “ Trust Account ”) for the benefit of each outstanding Class A ordinary share of the Company (“ Public Share ”) that was not redeemed in connection with the extension of the Company’s termination date from May 2, 2024 to May 2, 2025.”
Material Agreements

ClimateRock entered into Note with U.N. SDG Support LLC valued at up to $600,000 (effective 2024-04-30).

“On April 30, 2024, ClimateRock (the “ Company ” or “ we ”) issued a promissory note (the “ Note ”) in the aggregate principal amount of up to $600,000 (the “ Extension Funds ”) to U.N. SDG Support LLC, a Delaware limited liability company, the Company’s sponsor (the “ Sponsor ”), pursuant to which the Extension Funds will be deposited into the Company’s trust account”

Randolph Sesson, Jr. resigned as Independent Director at ClimateRock.

“On April 24, 2024, the Company received a notice from Mr. Randolph Sesson, Jr., an independent director of the Company, of his decision to resign as a member of the Board and all committees thereof, effective April 26, 2024.”

Caroline Harding resigned as Independent Director at ClimateRock.

“On April 19, 2024, ClimateRock, a Cayman Islands exempted company (the “Company”), received a notice from Ms. Caroline Harding, an independent director of the Company, of her decision to resign as a member of the Company’s board of directors (the “Board”) and all committees thereof, effective April 26, 2024.”
Listing & Compliance Notices

ClimateRock received a nasdaq deficiency notice notice regarding shareholders (rules 5450(a)(2)).

“April 10, 2024, ClimateRock (the “Company”) received a deficiency letter from the Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market (“Nasdaq”) notifying the Company that the Company’s public holders of its Class A ordinary shares (“Public Holders”) were below the 400 Public Holders minimum requirement for continued inclusion on The Nasdaq Global Market pursuant to Nasdaq Listing Rule 5450(a)(2) (the “Public Holders Requirement”). The notifications received have no immediate effect on the Company’s Nasdaq listing. The Nasdaq rules provide the Company 45 calendar days to”
Auditor Changes

ClimateRock reported that prior financial statements should not be relied upon.

“should no longer be relied upon due to the classification errors described above.”
Material Agreements

ClimateRock terminated Amended and Restated Business Combination Agreement with E.E.W. Eco Energy World PLC (effective 2023-11-29).

“On November 29, 2023, ClimateRock, a Cayman Islands exempted company (the “Company”), notified E.E.W. Eco Energy World PLC (“E.E.W.”) that the Company has elected to terminate the Amended and Restated Business Combination Agreement among, the Company, E.E.W. and the other parties thereto, dated as of August 3, 2023 (the “Business Combination Agreement”), effective immediately”
Shareholder Votes

ClimateRock shareholders approved Amendment to permit the Board, in its sole discretion, to elect to wind up the Company’s operations on an earlier date than May 2, 2024 (Liquidation Amendment Proposal) at the 2023-04-27 meeting.

“2. Liquidation Amendment Proposal For Against Abstain 6,436,891 825,343 0 Accordingly, the Liquidation Amendment Proposal was approved.”
Shareholder Votes

ClimateRock shareholders approved Amendment to extend the date by which the Company has to consummate an initial business combination from November 2, 2023 to May 2, 2024 (Extension Amendment Proposal) at the 2023-04-27 meeting.

“1. Extension Amendment Proposal For Against Abstain 6,438,391 823,843 0 Accordingly, the Extension Amendment Proposal was approved.”
Material Agreements

ClimateRock entered into Note with U.N. SDG Support LLC valued at up to $900,000 (effective 2023-05-02).

“On May 2, 2023, ClimateRock (the “ Company ”) issued a promissory note (the “ Note ”) in the aggregate principal amount of up to $900,000 (the “ Extension Funds ”) to U.N. SDG Support LLC, a Delaware limited liability company, the Company’s sponsor (the “ Sponsor ”)”
Debt Financings

ClimateRock incurred loan of up to $500,000 with Eternal BV at bearing no interest maturing May 1, 2024, or if earlier, upon the consummation of the initial business combination of the Company.

“On April 12, 2023, ClimateRock (the “Company”) entered into a loan agreement with Eternal BV (the “Lender”), in the principal amount of up to $500,000, on an unsecured basis and bearing no interest (the “Loan”).”
Material Agreements

ClimateRock entered into a credit facility with Eternal BV valued at up to $500,000 (effective 2023-04-12).

“On April 12, 2023, ClimateRock (the “Company”) entered into a loan agreement with Eternal BV (the “Lender”), in the principal amount of up to $500,000, on an unsecured basis and bearing no interest (the “Loan”).”
Debt Financings

ClimateRock incurred loan of up to $50,000 with Eternal BV at bearing no interest maturing March 31, 2025.

“On January 29, 2023, ClimateRock (the “Company”) entered into a loan agreement with Eternal BV (the “Lender”), in the principal amount of up to $50,000, on an unsecured basis and bearing no interest (the “Loan”).”
Material Agreements

ClimateRock entered into Loan Agreement with Eternal BV valued at $50,000 (effective 2023-01-29).

“On January 29, 2023, ClimateRock (the “Company”) entered into a loan agreement with Eternal BV (the “Lender”), in the principal amount of up to $50,000, on an unsecured basis and bearing no interest (the “Loan”).”
Auditor Changes

ClimateRock reported that prior financial statements should not be relied upon.

“the Company’s unaudited financial statements as of September 30, 2022 contained in the Company’s Quarterly Report on Form 10-Q filed with the SEC on November 9, 2022 (the “10-Q”), should no longer be relied upon”
Debt Financings

ClimateRock incurred loan of up to $300,000 with Eternal BV at bearing no interest maturing March 31, 2024.

“On November 12, 2022, the Company entered into a loan agreement with Eternal BV (the “Lender”), in the principal amount of up to $300,000, on an unsecured basis and bearing no interest (the “Loan”). The Loan is available to be drawn down from November 12, 2022 to March 31, 2023 and its maturity date is March 31, 2024.”
Material Agreements

ClimateRock entered into a credit facility with Eternal BV valued at $300,000 (effective 2022-11-12).

“On November 12, 2022, the Company entered into a loan agreement with Eternal BV (the “Lender”), in the principal amount of up to $300,000, on an unsecured basis and bearing no interest (the “Loan”).”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.