Skip to main content
Midas Edge

Dragonfly Energy Holdings Corp

For the period ended Dec 31, 2023. Filed Apr 16, 2024.

View on SEC.gov

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2023 · Filed Apr 16, 2024

DFLI$1.91-1.5%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits
Contents

Item 15. Exhibit and Financial Statement Schedules

(a)The following documents are filed as part of this report:
1.Financial Statements

The list of consolidated financial statements set forth in the accompanying Index to the Consolidated Financial Statements at page F-1 of this Annual Report on Form 10-K is incorporated herein by reference. Such consolidated financial statements are filed as part of this Annual Report on Form 10-K.

2.Financial Statement Schedules

All schedules have been omitted because the required information is either not required, not applicable or because the information required is included in the consolidated financial statements or notes thereto.

3.Exhibits
Incorporated By Reference
Exhibit No.DescriptionFormExhibitFiling Date
2.1#Agreement and Plan of Merger, dated as of May 15, 2022, by and among Dragonfly Energy Holdings Corp. (f/k/a Chardan NexTech Acquisition 2 Corp.), Bronco Merger Sub, Inc. and Dragonfly Energy Corp. (included as Annex A to the proxy statement/prospectus).S-42.107/22/2022
2.2Amendment to Agreement and Plan of Merger, dated as of July 12, 2022, by and among Dragonfly Energy Holdings Corp. (f/k/a Chardan NexTech Acquisition 2 Corp.), Bronco Merger Sub, Inc. and Dragonfly Energy Corp.S-42.1(a)07/22/2022
2.3Plan of Conversion.8-K2.103/31/2023
3.1Articles of Incorporation of Dragonfly Energy Holdings Corp.8-K3.103/31/2023
3.2Certificate of Amendment to the Articles of Incorporation of Dragonfly Energy Holdings Corp., dated November 29, 2023.8-K3.111/29/2023
3.3Bylaws of Dragonfly Energy Holdings Corp.8-K3.203/31/2023
4.1Specimen Common Stock Certificate of Dragonfly Energy Holdings Corp.8-K4.110/11/2022
4.2Form of $10 Warrant of Dragonfly Energy Holdings Corp.8-K4.210/11/2022
4.3Form of Penny Warrant of Dragonfly Energy Holdings Corp.8-K4.310/11/2022
4.4Warrant Agreement, dated as of October 19, 2022, between Dragonfly Energy Holdings Corp. and American Stock Transfer & Trust Company, LLC.S-14.410/21/2022
4.5Specimen Warrant Certificate of Dragonfly Energy Holdings Corp.10-K4.54/17/2023
4.6Promissory Note of the Company, dated March 5, 2023.8-K4.103/09/2023
4.7Form of June 2023 Warrant.8-K4.106/21/2023
4.8Form of Underwriters’ Warrant.S-1/A4.806/14/2023
4.9Form of December 2023 Lender Penny Warrant.8-K4.112/29/2023
4.10*Description of Securities.
10.1Sponsor Support Agreement, dated as of May 15, 2022, by and among Chardan NexTech Investments 2 LLC, Dragonfly Energy Corp. and Chardan NexTech Investments 2 LLC (included as Annex E to the proxy statement/prospectus).S-410.407/22/2022
10.2Commitment Letter, dated as of May 15, 2022, by and among Dragonfly Energy Holdings Corp. (f/k/a Chardan NexTech Acquisition 2 Corp.), Dragonfly Energy Corp., CCM Investments 5 LLC and EICF Agent LLC (included as Annex J to the proxy statement/prospectus).S-410.507/22/2022
10.3Equity Facility Letter Agreement, dated as of May 15, 2022, by and among Dragonfly Energy Corp., Dragonfly Energy Holdings Corp. (f/k/a Chardan NexTech Acquisition 2 Corp.) and CCM Investments 5 LLC (included as Annex K to the proxy statement/prospectus).S-410.607/22/2022
10.4Subscription Agreement, dated as of May 15, 2022, between Dragonfly Energy Holdings Corp. (f/k/a Chardan NexTech Acquisition 2 Corp.) and Chardan NexTech Investments 2 LLC (included as Annex F to the proxy statement/prospectus).S-410.707/22/2022
10.5++Dragonfly Energy Holdings Corp. 2022 Equity Incentive Plan.8-K10.510/11/2022
10.6++Dragonfly Energy Holdings Corp. Employee Stock Purchase Plan.8-K10.610/11/2022
10.7++Form of Director Indemnification Agreement.S-4/A10.1009/14/2022
10.8Multi-tenant Industrial Triple Net Lease, dated as of March 1, 2021, between Dragonfly Energy Corp. and Icon Reno Property Owner Pool 3 Nevada, LLC.S-410.1107/22/2022
10.9Lease, dated as of February 8, 2022, between Dragonfly Energy Corp. and Prologis, L.P.S-410.1207/22/2022
10.10#Purchase Agreement, dated as of October 7, 2022, between Dragonfly Energy Holdings Corp. and Chardan Capital Markets LLC.8-K10.1010/11/2022
10.11Registration Rights Agreement, dated as of October 7, 2022, between Dragonfly Energy Holdings Corp. and Chardan Capital Markets LLC.8-K10.1110/11/2022
10.12Term Loan Agreement, dated as of October 7, 2022, by and among the Dragonfly Energy Holdings Corp., Dragonfly Energy Corp., the lenders from time to time party thereto and Alter Domus (US) LLC.8-K10.1210/11/2022
10.13Pledge Agreement, dated as of October 7, 2022, by and among Dragonfly Energy Holdings Corp. and Alter Domus (US) LLC.8-K10.1310/11/2022
10.14++Employment Agreement, dated as of January 1, 2022, by and between Dragonfly Energy Corp. and Denis Phares.8-K10.1410/11/2022
10.15++Amendment to Employment Agreement, dated as of May 15, 2022, by and between Dragonfly Energy Corp. and Denis Phares.8-K10.1510/11/2022
10.16++Employment Agreement, dated as of January 1, 2022, by and between Dragonfly Energy Corp. and Sean Nichols.8-K10.1610/11/2022
10.17++Amendment to Employment Agreement, dated as of May 15, 2022, by and between Dragonfly Energy Corp. and Sean Nichols.8-K10.1710/11/2022
10.18++Employment Agreement, dated as of August 17, 2021, by and between Dragonfly Energy Corp. and John Marchetti.8-K10.1810/11/2022
10.19++Dragonfly Energy Corp. 2019 Stock Incentive Plan.8-K10.1910/11/2022
10.20++Dragonfly Energy Corp. 2021 Stock Incentive Plan.8-K10.2010/11/2022
10.21Amended and Restated Registration Rights Agreement, dated as of October 7, 2022, by and among Dragonfly Energy Holdings Corp. and each of the stockholders thereto.8-K10.2110/11/2022
10.22++Director Compensation Policy.S-110.2211/4/2022
10.23++Employment Agreement, dated as of October 11, 2022, by and between Dragonfly Energy Holdings Corp. and Denis Phares.S-110.2311/4/2022
10.24++Employment Agreement, dated as of October 11, 2022, by and between Dragonfly Energy Holdings Corp. and John Marchetti.S-110.2411/4/2022
10.25++First Amended and Restated Employment Agreement, dated February 24, 2023, by and between Dragonfly Energy Holdings Corp. and John Marchetti.8-K10.103/02/2023
10.26Separation Agreement by and between Dragonfly Energy Holdings Corp. and Sean Nichols, dated October 25, 2022.10-K10.2604/17/2023
10.27First Amendment to Separation Agreement by and between Dragonfly Energy Holdings Corp. and Sean Nichols, dated November 14, 2022.10-K10.2704/17/2023
10.28Asset Purchase Agreement, dated April 22, 2022, by and among Dragonfly Energy Corp., Thomason Jones Company, LLC, William Thomason and Richard Jones.10-K10.2804/17/2023
10.29Manufacturing Supply Agreement, dated November 19, 2021, by and between Dragonfly Energy Holdings Corp. and Keystone RV Company.10-K10.2904/17/2023
10.30Asset Purchase Agreement, dated January 1, 2022, by and between Dragonfly Energy Holdings Corp. and Bourns Productions, Inc.10-K10.3004/17/2023
10.31Assignment and Assumption Agreement, dated January 1, 2022, by and between Dragonfly Energy Corp. and Bourns Productions, Inc.10-K10.3104/17/2023
10.32Assignment and Assumption of Lease Agreement, dated January 1, 2022, by and among Dragonfly Energy Corp., Bourns Productions, Inc. and Los Angeles & Steel Co.10-K10.3204/17/2023
10.33Research and Development Lab Lease, dated April 25, 2019, by and between Dragonfly Energy Corp. and BRE RS Greg Park Owner LLC.10-K10.3304/17/2023
10.34Amendment No. 1 to Research and Lab Lease, dated March 12, 2020, by and between Dragonfly Energy Corp. and DRE RS Greg Park Owner LLC.10-K10.3404/17/2023
10.35Amendment No. 2 to Research and Lab Lease, dated July 27, 2020, by and between Dragonfly Energy Corp. and DRE RS Greg Park Owner LLC.10-K10.3504/17/2023
10.36Amendment No. 3 to Research and Lab Lease, dated August 26, 2020, by and between Dragonfly Energy Corp. and DRE RS Greg Park Owner LLC.10-K10.3604/17/2023
10.37Amendment No. 4 to Research and Lab Lease, dated December 16, 2020, by and between Dragonfly Energy Corp. and BRS RS Greg Park Owner LLC.10-K10.3704/17/2023
10.38Amendment No. 5 to Research and Lab Lease, dated January 28, 2022, by and between Dragonfly Energy Corp. and BRS RS Greg Park Owner LLC.10-K10.3804/17/2023
10.39Limited Waiver, dated as of March 29, 2023, to the Term Loan, Guarantee and Security Agreement, dated as of October 7, 2022, by and among Dragonfly Energy Holdings Corp., Dragonfly Energy Corp., the lenders from time to time party thereto and Alter Domus (US) LLC.8-K10.103/29/2023
10.40Limited Waiver, dated as of December 29, 2023, to the Term Loan, Guarantee and Security Agreement, dated as of October 7, 2022, by and among Dragonfly Energy Holdings Corp., Dragonfly Energy Corp., the lenders from time to time party thereto and Alter Domus (US) LLC.8-K10.112/29/2023
10.42*++Employment Agreement, dated as of November 7, 2022, by and between Dragonfly Energy Holdings Corp. and Wade Seaburg.
10.43*++Employment Agreement, dated as of November 7, 2022, by and between Dragonfly Energy Holdings Corp. and Tyler Bourns.
10.44*Fernley Lease, dated April 12, 2024, by and between Dragonfly Energy Corp., Cottonmill Properties, LLC, and Marlene Thier.
10.45*++Amendment No. 1 to Employment Agreement, effective as of April 12, 2024, by and between Dragonfly Energy Holdings Corp. and Denis Phares.
10.46*++Amendment No. 1 to Employment Agreement, effective as of April 12, 2024, by and between Dragonfly Energy Holdings Corp. and Wade Seaburg.
10.47*++Amendment No. 1 to Employment Agreement, effective as of April 12, 2024, by and between Dragonfly Energy Holdings Corp. and Tyler Bourns.
16.1Letter dated November 21, 2023 from BDO USA, P.C. to the Securities Exchange Commission.8-K16.111/21/2023
21.1List of Subsidiaries.8-K21.110/11/2022
23.1*Consent of Marcum LLP
23.2*Consent of BDO USA, P.C.
31.1*Certification of Principal Executive Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended.
31.2*Certification of Principal Financial Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended.
32.1**Certification of Chief Executive Officer Required Under Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. §1350.
97.1*Dragonfly Energy Holdings Corp. Compensation Recovery Policy.
101.INS*Inline XBRL Instance Document.
101.SCH*Inline XBRL Taxonomy Extension Schema Document.
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104*Cover Page Interactive Data File (embedded within the Inline XBRL document).
*Filed herewith.
**Furnished herewith.
#Portions of schedules and exhibits to the agreement have been omitted pursuant to Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished to the Securities and Exchange Commission upon request.
++Indicates a management contract or compensatory plan.
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.