| (a) | Financial Statements, Financial Statement Schedules, and Exhibits |
Consolidated Balance Sheets
Consolidated Statements of Operations and Comprehensive Loss
Consolidated Statements of Stockholders’ Equity
Consolidated Statements of Cash Flows
Notes to Consolidated Financial Statements
| (2) | Financial Statement Schedules: None |
| · · · · Incorporated by Reference |
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| ExhibitNumber | | Description | | ScheduleForm | | FileNumber | | Exhibit/Annex | | Filing Date |
|---|
| 3.1 | | Second Amended and Restated Certificate of Incorporation | | 8-K | | 001-40284 | | 3.1 | | December 13, 2021 |
| 3.2 | | Amended and Restated Bylaws | | 8-K | | 001-40284 | | 3.1 | | November 21, 2022 |
| 4.1 | | Specimen Common Stock Certificate | | 8-K | | 001-40284 | | 4.1 | | December 13, 2021 |
| 4.2 | | Specimen Warrant Certificate | | 8-K | | 001-40284 | | 4.2 | | December 13, 2021 |
| 4.3 | | Form of Pre-Funded Warrant | | 8-K | | 001-40284 | | 4.1 | | January 29, 2026 |
| 4.4 | | Form of Common Warrant | | 8-K | | 001-40284 | | 4.2 | | January 29, 2026 |
| 4.5 | | Warrant Agreement, dated March 23, 2021, between the Company and Continental Stock Transfer & Trust Company | | 8-K | | 001-40284 | | 4.1 | | March 26, 2021 |
| 4.6 | | Amended and Restated Registration Rights Agreement | | 8-K | | 001-40284 | | 10.2 | | December 13, 2021 |
| 4.7± | | Board Nomination and Support Agreement between Solid Power, Inc., BMW Holding B.V. and the stockholders of Solid Power, Inc. listed on Schedule A thereto, dated May 5, 2021 | | S-4 | | 333-258681 | | 4.4 | | August 10, 2021 |
| 4.8* | | Description of Securities | | | | | | | | |
| 10.1 | | Private Placement Warrants Purchase Agreement, dated March 23, 2021, between Decarbonization Plus Acquisition Corporation III, Decarbonization Plus Acquisition Sponsor III LLC and the other purchasers named therein | | 8-K | | 001-40284 | | 10.5 | | March 26, 2021 |
| 10.2# | | Solid Power, Inc. 2021 Equity Incentive Plan | | 8-K | | 001-40284 | | 10.7 | | December 13, 2021 |
| 10.3# | | Solid Power, Inc. 2021 Employee Stock Purchase Plan | | S-8 | | 333-262714 | | 99.3 | | February 14, 2022 |
| 10.4# | | Solid Power, Inc. 2014 Equity Incentive Plan | | S-8 | | 333-262714 | | 99.1 | | February 14, 2022 |
| 10.5# | | Form of Stock Option Grant Notice under Solid Power, Inc. 2014 Equity Incentive Plan | | S-8 | | 333-262714 | | 99.4 | | February 14, 2022 |
| 10.6# | | Form of Notice of Stock Option Grant under Solid Power, Inc. 2021 Equity Incentive Plan | | S-8 | | 333-262714 | | 99.5 | | February 14, 2022 |
| 10.7*# | | Form of Notice of Restricted Stock Unit Grant (Employee) under Solid Power, Inc. 2021 Equity Incentive Plan | | | | | | | | |
| 10.8# | | Form of Notice of Restricted Stock Unit Grant (New Director) under Solid Power, Inc. 2021 Equity Incentive Plan | | S-8 | | 333-262714 | | 99.7 | | February 14, 2022 |
| 10.9# | | Form of Notice of Restricted Stock Unit Grant (Annual Award) under Solid Power, Inc. 2021 Equity Incentive Plan | | S-8 | | 333-262714 | | 99.8 | | February 14, 2022 |
| 10.10± | | Joint Development Agreement, dated July 1, 2017, by and among Solid Power Operating, Inc. and BMW of North America, LLC | | S-4/A | | 333-258681 | | 10.11 | | October 13, 2021 |
| 10.11± | | Amendment No. 1 to Joint Development Agreement, dated February 18, 2021, between Solid Power Operating, Inc. and BMW of North America, LLC | | S-4/A | | 333-258681 | | 10.12 | | October 13, 2021 |
| 10.12± | | Amendment No. 2 to Joint Development Agreement, dated March 22, 2021, between Solid Power Operating, Inc. and BMW of North America, LLC | | S-4/A | | 333-258681 | | 10.13 | | October 13, 2021 |
| 10.13± | | Amendment No. 3 to Joint Development Agreement, dated November 1, 2021, between Solid Power Operating, Inc. and BMW of North America, LLC | | 8-K | | 001-40284 | | 10.15 | | December 13, 2021 |
| 10.14± | | Amendment No. 4 to Joint Development Agreement, dated December 20, 2022, between Solid Power Operating, Inc. and BMW of North America, LLC | | 8-K | | 001-40284 | | 10.1 | | December 21, 2022 |
| 10.15± | | Amendment No. 5 to Joint Development Agreement, effective June 21, 2024, between Solid Power Operating, Inc. and BMW of North America, LLC | | 8-K | | 001-40284 | | 10.1 | | June 24, 2024 |
| 10.16± | | Amendment No. 6 to Joint Development Agreement, effective September 30, 2024, between Solid Power Operating, Inc. and BMW of North America, LLC | | 8-K | | 001-40284 | | 10.1 | | October 1, 2024 |
| 10.17± | | Agreement for the Joint Development of Solid State Batteries for Automotive Applications between Ford Motor Company and Solid Power Operating, Inc., dated December 28, 2018 | | S-4/A | | 333-258681 | | 10.14 | | October 13, 2021 |
| 10.18± | | Series B Preferred Stock Financing Letter Agreement between the Ford Motor Company and Solid Power Operating, Inc., dated May 5, 2021 | | S-4/A | | 333-258681 | | 10.15 | | October 13, 2021 |
| 10.19± | | Second Amendment to Joint Development Agreement, dated June 30, 2023, between Solid Power Operating, Inc. and Ford Motor Company | | 8-K | | 001-40284 | | 10.1 | | July 5, 2023 |
| 10.20± | | Third Amendment to Joint Development Agreement, dated December 16, 2024, between Solid Power Operating, Inc. and Ford Motor Company | | 8-K | | 001-40284 | | 10.1 | | December 17, 2024 |
| 10.21*± | | Fourth Amendment to Joint Development Agreement, dated December 31, 2025, between Solid Power Operating, Inc. and Ford Motor Company | | | | | | | | |
| 10.22± | | Research and Development Technology License Agreement, dated January 10, 2024, between Solid Power Operating, Inc. and SK On Co., Ltd. | | 8-K | | 001-40284 | | 10.1 | | January 16, 2024 |
| 10.23± | | Electrolyte Supply Agreement, dated January 10, 2024, between Solid Power Operating, Inc. and SK On Co., Ltd. | | 8-K | | 001-40284 | | 10.2 | | January 16, 2024 |
| 10.24± | | Line Installation Agreement, dated January 10, 2024, among Solid Power Korea Co., Ltd., SK On Co., Ltd., and, for the limited purposes of Section 12.16 of the Line Installation Agreement, Solid Power, Inc. | | 8-K | | 001-40284 | | 10.3 | | January 16, 2024 |
| 10.25 | | Assistance Agreement, dated January 1, 2025, between Solid Power Operating, Inc. and the U.S. Department of Energy | | 8-K | | 001-40284 | | 10.1 | | January 24, 2024 |
| 10.26 | | Amendment to Assistance Agreement Award No. DE-MS0000122, dated May 15, 2025, between Solid Power Operating, Inc. and the U.S. Department of Energy | | 8-K | | 001-40284 | | 10.1 | | May 30, 2025 |
| 10.27± | | Joint Evaluation Agreement, dated October 27, 2025, among BMW AG, Samsung SDI Co., Ltd., and Solid Power Operating, Inc. | | 8-K | | 001-40284 | | 10.1 | | October 30, 2025 |
| 10.28# | | Solid Power, Inc. Outside Director Compensation Policy | | 8-K | | 001-40284 | | 10.1 | | July 10, 2023 |
| 10.29*# | | Solid Power, Inc. Directors’ Deferred Equity Compensation Plan | | | | | | | | |
| 10.30# | | Solid Power, Inc. Executive Incentive Compensation Plan | | 8-K | | 001-40284 | | 10.10 | | December 13, 2021 |
| 10.31# | | Solid Power, Inc. Severance Benefit Plan | | 8-K | | 001-40284 | | 10.1 | | November 21, 2025 |
| 10.32# | | Solid Power, Inc. Change in Control Severance Plan for Executives | | 8-K | | 001-40284 | | 10.2 | | November 21, 2025 |
| 10.33# | | Solid Power, Inc. Form of Indemnification Agreement | | 8-K | | 001-40284 | | 10.1 | | December 13, 2021 |
| 10.34# | | Offer Letter with John Van Scoter, dated May 26, 2023 | | 8-K | | 001-40284 | | 10.1 | | May 31, 2023 |
| 10.35±# | | Letter Agreement with Joshua Buettner-Garrett, dated August 5, 2021 | | 10-K | | 001-40284 | | 10.25 | | March 1, 2023 |
| 10.36±# | | Offer Letter with Linda Heller, dated June 14, 2024 | | 8-K | | 001-40284 | | 10.1 | | June 17, 2024 |
| 10.37 | | Lease Agreement between the Company and Red Pierce, LLC, dated November 29, 2016 | | 8-K | | 001-40284 | | 10.19 | | December 13, 2021 |
| 10.38 | | Amendment to Lease Agreement between the Company and Red Pierce, LLC, dated December 5, 2017 | | 8-K | | 001-40284 | | 10.20 | | December 13, 2021 |
| 10.39± | | Second Amendment to Lease Agreement by and between the Company and Red Pierce, LLC, dated December 1, 2022 | | 8-K | | 001-40284 | | 10.1 | | December 2, 2022 |
| 10.40 | | Third Amendment to Lease, dated August 20, 2024, between Solid Power Operating, Inc. and Red Pierce, LLC | | 8-K | | 001-40284 | | 10.1 | | August 21, 2024 |
| 10.41 | | Industrial Lease Agreement between the Company and 25 North Investors SPE1, LLC, dated September 1, 2021 | | 8-K | | 001-40284 | | 10.21 | | December 13, 2021 |
| 10.42 | | Equity Distribution Agreement, dated September 5, 2025, by and between Solid Power, Inc. and Oppenheimer & Co. Inc. | | 8-K | | 001-40284 | | 1.1 | | September 5, 2025 |
| 19* | | Solid Power, Inc. Insider Trading Policy | | | | | | | | |
| 21 | | List of Subsidiaries | | 10-K | | 001-40284 | | 21 | | February 28, 2024 |
| 23.1* | | Consent of Deloitte & Touche LLP, Independent Registered Public Accounting Firm | | | | | | | | |
| 23.2* | | Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm | | | | | | | | |
| 24.1* | | Power of Attorney (included on the signature page of this Annual Report on Form 10-K) | | | | | | | | |
| 31.1* | | Certification Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934 | | | | | | | | |
| 31.2* | | Certification Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934 | | | | | | | | |
| 32.1** | | Section 1350 Certification | | | | | | | | |
| 32.2** | | Section 1350 Certification | | | | | | | | |
| 97 | | Solid Power, Inc. Policy on Recovery of Incentive Compensation | | 10-K | | 001-40284 | | 97 | | February 28, 2025 |
| 101.INS* | | XBRL Instance Document – the instance document does not appear in the Interactive Data file because its Inline XBRL tags are embedded within the Inline XBRL document | | | | | | | | |
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| 101.SCH* | | Inline XBRL Taxonomy Extension Schema Document | | | | | | | | |
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| 101.CAL* | | Inline XBRL Taxonomy Extension Calculation Linkbase | | | | | | | | |
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| 101.DEF* | | Inline XBRL Taxonomy Extension Definition Document | | | | | | | | |
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| 101.LAB* | | Inline XBRL Taxonomy Extension Label Linkbase Document | | | | | | | | |
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| 101.PRE* | | Inline XBRL Taxonomy Extension Presentation Linkbase | | | | | | | | |
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| 104* | | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | | | | | | | | |
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| ± | Certain portions of this exhibit have been omitted in accordance with Regulation S-K Item 601. The Company agrees to furnish an unredacted copy of the exhibit to the SEC upon request. |
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| # | Indicates a management or compensatory plan. |
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