SCHEDULE 13D

CUSIP Number(s):

88583P203

Name of reporting person

Yaacov Nagar

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

SEC use only

Source of funds (See Instructions)

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 1,771,263.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 1,771,263.00
10	Shared Dispositive Power 0.00

Aggregate amount beneficially owned by each reporting person

1,771,263.00

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

Percent of class represented by amount in Row (11)

10.16 %

Type of Reporting Person (See Instructions)

Comment for Type of Reporting Person:

(1) The percentage is based on 17,441,368 share of the Issuer's common stock outstanding as of March 27, 2026, as reported in the Issuer's fiscal year ended December 31, 2025, on form 10-K filed on March 30, 2026, after giving effect to the Issuer's 1-for-10 reverse split that took effect on December 26, 2025.

SCHEDULE 13D

Item 1.

Security and Issuer

(a)

Title of Class of Securities:

Common Stock, $0.001 par value per share

(b)

Name of Issuer:

374Water Inc.

(c)

Address of Issuer's Principal Executive Offices:

100 Southcenter Court, Suite 200, Morrisville, NORTH CAROLINA , 27560.

Item 1 Comment:

Explanatory Note The following constitutes Amendment No. 2 to the Schedule 13D filed by the undersigned (this "Amendment No. 3"). This Amendment No. 3 was required as the result of dispossition of 1,440,000 Shares by the Reporting Person to irrevocable trust created for the benefit of other individuals and amends the Schedule 13D as specifically set forth herein.

Item 5.

Interest in Securities of the Issuer

(a)

See rows (11) and (13) of the cover page of this Schedule 13D/A for the number of shares of Common Stock and percentage of the Common Stock benefically owned by the Reporting Person. The percentage is based on 17,441,368 shares of the Issuer's common stock outstanding as of March 27, 2026, as reported in the Issuer's fiscal year report ended December 31, 2025, on form 10-K filed on March 30, 2026.

(b)

See rows (7) through (10) of the cover page to this Schedule 13D/A for the number of shares of Common Stock the Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.

(c)

Since the filing the Schedule 13 D/A on January 23, 2026, there have been no transactions in the Shares by the Reporting Person during the past 90 days in the open market: The Reporting Person has effected the following transactions in the Common Stock, which occurred through private transfers of the Shares to irrevocable trust created for the benefit of other individuals and did not involve any consideration. On April 30, 2026, the Reporting Person trasferred 720,000 Shares to the independent trustee of the Future Water I irrevocable trust, and another 720,000 Shares to the independent trustee of the Future Water II irrevocable trust. The Reporting Person is neither a beneficiary nor trustee of either irrevocable trust. As such, the Reporting Person has no power to voter or transfer the Shares.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Yaacov Nagar

Signature:	/s/ Yaacov Nagar
Name/Title:	Yaacov Nagar
Date:	04/30/2026