Amendment to Statement of Changes in Beneficial Ownership (Form 4/A)

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * Meyers Brad Ian 2. Issuer Name and Ticker or Trading Symbol 374Water Inc. [SCWO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Operating Officer (Last) (First) (Middle) C/O 374 WATER INC., 100 SOUTHCENTER COURT, SUITE 200 3. Date of Earliest Transaction (Month/Day/Year) 05/16/2025 (Street) MORRISVILLE, NC 27560 4. If Amendment, Date Original Filed (Month/Day/Year) 05/22/2025 6. Individual or Joint/Group Filing (Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock (restricted stock units) 05/16/2025 A 115,500(1) A $ 0 115,500 D

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Restricted Stock Units

$ 0

05/16/2025

A

115,500(1)

(3)

(3)

Common Stock, $0.0001 par value

115,500

$ 0

115,500(2)

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Meyers Brad Ian C/O 374 WATER INC. 100 SOUTHCENTER COURT, SUITE 200 MORRISVILLE, NC 27560			Chief Operating Officer

Signatures

/s/ Brad Ian Meyers		09/02/2025
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The Restricted Stock Units (the "RSU") reported herein were granted to the Reporting Person May 16, 2024 (the "Effective Date") pursuant to his Employment Agreement (the "Employment Agreement"). The RSU grants consisted of an RSU for 115,500 shares that vest over time (the "Time RSU") and an RSU for 115,500 shares that vest on the achievement of certain milestones (the "Performance RSU"). 28,875 of the shares subject to the Time RSU vested on May 16, 2025, and the remaining 86,625 shares vest in equal increments on the last day of every month thereafter over the following 36 months, subject to the Reporting Person's continued employment with the Issuer on each vesting date. As of September 2, 2025, 36,093 shares subject to the Time RSU were vested, and 79,407 shares are unvested.
(2)	On May 22, 2024, the Reporting Person filed a Form 4 that reported both the Time RSU and the Performance RSU in Table II. This amendment serves to remove the Time RSU from Table II and report it in Table I.
(3)	Under the Employment Agreement, the Reporting Person was granted the Performance RSU, that vest pursuant to certain milestones set forth by the Issuer.

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