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Calethos SEC Filings

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Welcome to our dedicated page for Calethos SEC filings (Ticker: GEDC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

This page is intended to provide access to CalEthos Inc. (GEDC) regulatory disclosures and SEC filings, alongside AI-generated explanations that help interpret the information. While no specific filings are listed in the provided data, investors typically review documents such as annual reports on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K to understand a company’s operations, risks, and material developments.

For a company like CalEthos, which describes itself as a developer of sustainable, clean energy powered data center solutions, SEC filings can be useful for understanding the status of its data center development plans, relationships with energy providers, and the progress of initiatives such as its Lithium Valley campus and TerraVolt Infrastructure subsidiary. Filings may also discuss risk factors related to project development, access to clean energy resources, and dependence on large-scale computing customers.

On Stock Titan, CalEthos filings are paired with AI-powered summaries designed to highlight key points in lengthy documents. These tools can help readers quickly identify sections that address data center development strategies, clean energy integration, and the Infrastructure-as-a-Service (IaaS) model described for TerraVolt. When Form 4 insider transaction reports, proxy statements, or other specialized filings are available, the platform can surface changes in insider holdings and governance-related disclosures in a more accessible format.

As new GEDC filings are released through the EDGAR system, this page will reflect updates so that investors and researchers can review CalEthos’s official regulatory communications and use AI-generated insights to navigate complex technical and legal language.

Rhea-AI Summary

Sean Paul Fontenot filed a Second Amendment to his Schedule 13D reporting that he no longer owns any CalEthos, Inc. common stock. He disposed of all securities he beneficially owned under a September 7, 2024 Acquisition Agreement with SFO IDF LLC, making this an exit filing. The amendment also corrects earlier omissions and confirms he now holds 0 shares, representing 0% of the class, while he remains a member of the company’s Board of Directors.

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Rhea-AI Summary

CalEthos, Inc. director Sean Paul Fontenot has corrected a prior insider report to reflect an estate-planning transfer of his CalEthos securities. On September 7, 2024, he entered into an acquisition agreement with SFO IDF LLC under which his entire beneficial ownership of CalEthos common stock, warrants and options was transferred to SFO IDF LLC.

The footnotes state these transfers were made without consideration for estate planning purposes. The reported securities had been held through Nanosha Investments LLC, where Fontenot is the principal member, and he disclaims beneficial ownership of those securities except to the extent of his pecuniary interest.

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CalEthos, Inc. major shareholder Chauncey Lennis Thompson filed a second amendment to his Schedule 13D to correct earlier omissions and fully update his ownership. He now reports beneficial ownership of 17,783,263 shares of Common Stock, representing 51.6% of the class, giving him majority control on a beneficial basis.

The position includes shares held and securities owned through SFO IDF LLC, where he is manager, as well as warrants and vested stock options. The filing also describes prior promissory notes and related warrants issued by CalEthos to SFO IDF, maturity extensions of those notes to June 30, 2026, and an Acquisition Agreement through which SFO IDF acquired a large block of shares, warrants, and options from a former holder.

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CalEthos, Inc. amended insider ownership filing shows corrected indirect positions held through SFO IDF LLC. The reporting person, Thompson Chauncey Lennis, is the manager of SFO IDF LLC and may be deemed to beneficially own these securities but disclaims beneficial ownership except to the extent of his pecuniary interest.

The filing lists indirect holdings of 9,074,386 shares of Common Stock and several series of warrants and options on Common Stock with exercise prices between $0.49 and $0.54 per share, expiring between 2028 and 2031.

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CalEthos director Michael Campbell filed an amended Schedule 13D to update his role and ownership. He has resigned as Chief Executive Officer and has been appointed Vice President, Corporate Development while remaining on the Board of Directors.

Campbell is deemed to beneficially own 13,066,667 shares of CalEthos common stock, representing 43.6% of the class, based on 25,730,540 shares outstanding as of March 16, 2026. His position includes 8,554,199 common shares, 3,545,801 shares issuable upon warrant exercise, and 666,667 shares issuable upon vested board options, largely held through M1 Advisors LLC. The filing notes no acquisitions or disposals of common stock by him in the past sixty days.

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Rhea-AI Summary

CalEthos, Inc. is an early-stage developer planning a master‑planned, onsite‑powered data center campus in the northwestern U.S., delivered through its TerraVolt Physical Infrastructure‑as‑a‑Service platform that combines behind‑the‑meter natural gas power with construction‑ready data center sites.

For 2025, the company reported no revenue and operating expenses of $1,055,000, while other expense totaled $5,443,000, driven largely by a $4,594,000 write‑off of an abandoned Imperial County, California data center project. Financing costs, including related‑party items, remained meaningful.

CalEthos ended 2025 with a working capital deficit of $2,800,000, current assets of $295,000 and current liabilities of $3,095,000, including $1,635,000 of convertible debentures and $1,000,000 of related‑party notes payable. Cash was $287,000, funded by $1,215,000 of shareholder financing. Management discloses material weaknesses in internal controls and warns that substantial additional capital will be required to secure permits, build the onsite gas‑fired power plant and advance the campus toward commercialization.

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Rhea-AI Summary

A shareholder of GEDC has filed a Rule 144 notice to sell up to 161,010 common shares through broker Wilson-Davis, with an aggregate market value of $50,000.00. The shares are listed on the OTCQB, and the approximate sale date is 12/11/2025.

The notice states that 25,730,540 shares of this class were outstanding. The seller acquired the common shares on 12/26/2023 via an Exchange Subscription Agreement with the issuer, funded by wire/check payments made on 02/19/2021, 04/22/2021, and 07/01/2021 for blocks of 49,003, 98,004, and 49,003 shares.

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CalEthos, Inc. investor Chauncey Lennis Thompson filed an amended Schedule 13D reporting beneficial ownership of 3,500,000 shares of CalEthos common stock, representing 12.0% of the class. The stake includes shares issuable upon the exercise of warrants held through SFO IDF LLC, where Thompson serves as manager, based on 25,730,540 shares outstanding as of November 14, 2025 as reported in a Form 10-Q.

The filing explains that CalEthos issued promissory notes to SFO IDF on April 22, July 22 and December 12, 2025, each paired with warrants to purchase additional common shares, and that Thompson is updating his disclosure after receiving the December note and warrant. Letter agreements in July and December 2025 extended the maturity dates of earlier notes, and Thompson states he currently has no specific plans involving major corporate actions, while reserving the right to reassess his position.

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CalEthos, Inc. reported that director Chauncey Thompson, through SFO IDF LLC, received a grant of warrants covering 1,000,000 shares of common stock at an exercise price of $0.5 per share on 12/15/2025. These warrants are exercisable from 12/15/2025 until 06/30/2031 and were issued in consideration for a promissory note that CalEthos issued to SFO IDF.

Following this transaction, SFO IDF holds several warrant positions indirectly attributed to Thompson, including warrants exercisable at $0.49 for 500,000 shares until 08/31/2030 and warrants exercisable at $0.5 for 2,000,000 shares until 01/31/2031. As manager of SFO IDF, Thompson may be deemed to beneficially own these securities but disclaims beneficial ownership except to the extent of his pecuniary interest.

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CalEthos, Inc. executive Michael Campbell reported a sale of 300,000 shares of common stock on a recent insider trading form. The Form 4 shows that on 12/10/2025, a transaction coded "J" involved disposing of 300,000 shares. The explanation states these shares were sold to a third-party lender in exchange for a loan made to Campbell.

After this transaction, 8,554,199 shares of CalEthos common stock were reported as beneficially owned indirectly. These shares are held by M1 Advisors LLC, where Campbell is a principal member. He disclaims beneficial ownership of these securities except to the extent of his pecuniary interest, meaning he only acknowledges an economic stake rather than full ownership of all the reported shares.

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FAQ

How many Calethos (GEDC) SEC filings are available on StockTitan?

StockTitan tracks 11 SEC filings for Calethos (GEDC), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Calethos (GEDC)?

The most recent SEC filing for Calethos (GEDC) was filed on April 2, 2026.

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3.09M
7.32M
Information Technology Services
Technology
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United States
Tustin

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