{"filing":{"accession_number":"0001437749-26-025888","cik":"0001883984","ticker":null,"company_name":"Alternus Clean Energy, Inc.","form":"8-K","filing_date":"2026-08-05","report_date":"2026-07-30","primary_document":"alce20260805_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1883984/000143774926025888/alce20260805_8k.htm"},"events":[{"id":24855,"run_id":22532,"accession_number":"0001437749-26-025888","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.94,"summary":"Alternus Clean Energy issued 14,280 shares of Series F Convertible Preferred Stock with a total face value of $14,280,000 to 15 accredited investors pursuant to subscription agreements on August 5, 2026, under Section 4(a)(2) and Regulation D Rule 506(b). The convertible preferred shares are dilutive to existing shareholders and represent a material private placement to raise capital and restructure obligations including debt extension, advisory board appointments, consulting agreements, and interest forgiveness.","company_name":"Alternus Clean Energy, Inc.","ticker":null,"filing_date":"2026-08-05","form":"8-K","submitted_at":null,"items":[{"id":25545,"accession_number":"0001437749-26-025888","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"The Company issued 14,280 shares of Series F Convertible Preferred Stock (with a total face value of $14,280,000) to 15 accredited investors pursuant to subscription agreements on August 5, 2026. The Series F shares are convertible into common stock, making this a dilutive equity issuance. The transaction involves multiple consideration types including debt extension, advisory board appointments, consulting agreements, and interest forgiveness—all characteristic of a private placement to raise capital and restructure obligations. This is material to investors as it significantly dilutes existing shareholders and represents a substantial capital transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T02:30:38.882912+00:00","company_name":"","ticker":null,"filing_date":""},{"id":25546,"accession_number":"0001437749-26-025888","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"The filing discloses an unregistered sale of Series F preferred shares to accredited investors under Section 4(a)(2) and Regulation D Rule 506(b), a classic private placement structure. The reference to Item 1.01 (which typically covers material acquisitions or capital transactions) and the explicit mention of \"Subscription Agreements\" and investor representations indicate a material equity issuance that would dilute existing shareholders and affect the registrant's capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T02:30:38.882912+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":24856,"run_id":22532,"accession_number":"0001437749-26-025888","anchor_item_number":"5.03","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"summary":"The Company amended and restated the Certificate of Designation for Series F Convertible Preferred Stock, modifying conversion triggers and removing a maturity date in technical adjustments to the preferred stock terms in anticipation of an uplisting.","company_name":"Alternus Clean Energy, Inc.","ticker":null,"filing_date":"2026-08-05","form":"8-K","submitted_at":null,"items":[{"id":25547,"accession_number":"0001437749-26-025888","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"reasoning":"This disclosure concerns an amendment and restatement of the Certificate of Designation for Series F Convertible Preferred Stock, which is a governance matter involving changes to the company's capital structure and preferred stock terms. While the amendment modifies conversion triggers and removes a maturity date—operational details of the preferred stock—the core event is a routine amendment to articles of incorporation/bylaws (Item 5.03). The changes do not appear to materially affect investor risk assessment; they are technical adjustments to conversion mechanics in anticipation of an uplisting, not a material capital event or strategic shift.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T02:30:38.882912+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":25545,"accession_number":"0001437749-26-025888","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"The Company issued 14,280 shares of Series F Convertible Preferred Stock (with a total face value of $14,280,000) to 15 accredited investors pursuant to subscription agreements on August 5, 2026. The Series F shares are convertible into common stock, making this a dilutive equity issuance. The transaction involves multiple consideration types including debt extension, advisory board appointments, consulting agreements, and interest forgiveness—all characteristic of a private placement to raise capital and restructure obligations. This is material to investors as it significantly dilutes existing shareholders and represents a substantial capital transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T02:30:38.882912+00:00","company_name":"Alternus Clean Energy, Inc.","ticker":null,"filing_date":"2026-08-05"},{"id":25546,"accession_number":"0001437749-26-025888","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"The filing discloses an unregistered sale of Series F preferred shares to accredited investors under Section 4(a)(2) and Regulation D Rule 506(b), a classic private placement structure. The reference to Item 1.01 (which typically covers material acquisitions or capital transactions) and the explicit mention of \"Subscription Agreements\" and investor representations indicate a material equity issuance that would dilute existing shareholders and affect the registrant's capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T02:30:38.882912+00:00","company_name":"Alternus Clean Energy, Inc.","ticker":null,"filing_date":"2026-08-05"},{"id":25547,"accession_number":"0001437749-26-025888","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"reasoning":"This disclosure concerns an amendment and restatement of the Certificate of Designation for Series F Convertible Preferred Stock, which is a governance matter involving changes to the company's capital structure and preferred stock terms. While the amendment modifies conversion triggers and removes a maturity date—operational details of the preferred stock—the core event is a routine amendment to articles of incorporation/bylaws (Item 5.03). The changes do not appear to materially affect investor risk assessment; they are technical adjustments to conversion mechanics in anticipation of an uplisting, not a material capital event or strategic shift.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T02:30:38.882912+00:00","company_name":"Alternus Clean Energy, Inc.","ticker":null,"filing_date":"2026-08-05"}]}
