Eos Energy Enterprises Inc
For the period ended Dec 31, 2024. Filed Mar 4, 2025.
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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.
FY2024 · Filed Mar 4, 2025
EOSE$1.88+8.0%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(1) Financial Statements. The Consolidated Financial Statements and Report of Independent Registered Accounting Firm are listed under Part II, Item 8. Financial Statements and Supplementary Data of this Annual Report.
(2) Financial Statement Schedules and Other Financial Information. No financial statement schedules are submitted because either they are not applicable or because the required information is included in the Consolidated Financial Statements or notes thereto.
(3) Exhibits. Filed as part of this Annual Report are the following exhibits:
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number | Description of Document | Schedule/Form | File Number | Exhibit | Filing date |
| 2.1 | Agreement and Plan of Merger, dated as of September 7, 2020, by and among the Company, BMRG Merger Sub, LLC, BMRG Merger Sub II, LLC, Eos Energy Storage LLC, New Eos Energy LLC and AltEnergy Storage VI, LLC (incorporated by reference to Exhibit 2.1 of the Registrant’s Current Report on Form 8-K filed with the SEC on September 8, 2020) | Form 8-K | File No. 001-39291 | 2.1 | September 8, 2020 |
| 3.1 | Third Amended and Restated Certificate of Incorporation of the Company, as amended | Form 10-K | File No. 001-39291 | 3.1 | February 28, 2023 |
| 3.2 | Second Amended and Restated Bylaws of the Company | Form 8-K | File No. 001-39291 | 3.2 | May 19, 2022 |
| 3.3 | Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation of the Company, as amended | Form 10-Q | File No. 001-39291 | 3.2 | May 14, 2024 |
| 3.4 | Series A-1 Preferred Stock Certificate of Designation | Form 8-K | File No. 001-39291 | 3.1 | June 24, 2024 |
| 3.5 | Series A-2 Preferred Stock Certificate of Designation. | Form 8-K | File No. 001-39291 | 3.1 | August 30, 2024 |
| 3.6 | Certificate of Designation of Series B-1 Non-Voting Convertible Preferred Stock. | Form 8-K | File No. 001-39291 | 3.1 | September 12, 2024 |
| 3.7 | Certificate of Designation of Series B-2 Non-Voting Convertible Preferred Stock. | Form 8-K | File No. 001-39291 | 3.2 | September 12, 2024 |
| 4.1 | Specimen Common Stock Certificate | Form 8-K | File No. 001-39291 | 4.1 | November 20, 2020 |
| 4.2 | Specimen Warrant Certificate | Form 8-K | File No. 001-39291 | 4.2 | November 20, 2020 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number | Description of Document | Schedule/Form | File Number | Exhibit | Filing date |
| 4.3 | Eos Energy Enterprises, Inc. 5%/6% Convertible Senior PIK Toggle Note due 2026 | Form 8-K | File No. 001-39291 | 4.1 | July 7, 2021 |
| 4.4 | Warrant Agreement, dated May 19, 2020, by and between the Registrant and Continental Stock Transfer & Trust Company | Form 8-K | File No. 001-39291 | 4.1 | May 22, 2020 |
| 4.6 | Indenture, dated April 7, 2022, between the Company and Wilmington Trust, National Association, as trustee (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the SEC on April 13, 2022) | Form 8-K | File No. 001-39291 | 10.1 | April 13, 2022 |
| 4.7 | Form of Note (including Indenture incorporated by reference therein) | Form 8-K | File No. 001-39291 | 4.1 | January 19, 2023 |
| 4.8 | Form of Common Stock Purchase Warrant, dated as of April 12, 2023 | Form 8-K | File No. 001-39291 | 4.1 | April 14, 2023 |
| 4.9 | Form of Common Stock Purchase Warrant, dated as of May 15, 2023 | Form 8-K | File No. 001-39291 | 4.1 | May 17, 2023 |
| 4.10 | Indenture, dated May 25, 2023, between the Company and Wilmington Trust, National Association, as trustee | Form 8-K | File No. 001-39291 | 4.1 | May 25, 2023 |
| 4.11 | Form of Note, dated as of May 25, 2023 | Form 8-K | File No. 001-39291 | 4.2 | May 25, 2023 |
| 4.12 | Form of Common Stock Purchase Warrant | Form 8-K | File No. 001-39291 | 4.1 | December 15, 2023 |
| 10.1 | Sponsor Earnout Letter | Form 8-K | File No. 001-39291 | 10.8 | November 20, 2020 |
| 10.2 | Eos Energy Enterprises, Inc. 2020 Incentive Plan | Form 8-K | File No. 001-39291 | 10.10 | November 20, 2020 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number | Description of Document | Schedule/Form | File Number | Exhibit | Filing date |
| 10.3 | Form of Indemnity Agreement | Form 8-K | File No. 001-39291 | 10.13 | November 20, 2020 |
| 10.4 | Employment Agreement, dated February 24, 2021, by and between the Company and Joseph Mastrangelo | Form 8-K | File No. 001-39291 | 99.1 | March 2, 2021 |
| 10.5 | Amended and Restated Registration Rights Agreement, dated May 10, 2021, by and between the Registrant, B. Riley Principal Sponsor Co. II, LLC and the other parties thereto | Form 8-K | File No. 001-39291 | 4.01 | May 10, 2021 |
| 10.6 | Amended and Restated Registration Rights Agreement, dated May 10, 2021, by and among the Company and the security holders party thereto | Form 8-K | File No. 001-39291 | 4.02 | May 10, 2021 |
| 10.7 | Investment Agreement, dated as of July 6, 2021, by and among Eos Energy Enterprises, Inc. and Spring Creek Capital, LLC | Form 8-K | File No. 001-39291 | 10.1 | July 7, 2021 |
| 10.8 | Master Equipment Financing Agreement, dated September 30, 2021 | Form 8-K | File No. 001-39291 | 10.1 | October 5, 2021 |
| 10.9 | Guaranty Agreement, dated September 30, 2021 | Form 8-K | File No. 001-39291 | 10.2 | October 5, 2021 |
| 10.10 | Separation Agreement, dated December 13, 2021, by and between the Company and Sagar Kurada | Form 8-K | File No. 001-39291 | 10.01 | December 14, 2021 |
| 10.11 | Joinder to Investment Agreement, dated May 1, 2022 among Eos Energy Enterprises, Inc., Spring Creek Capital, LLC and Wood River Capital, LLC | Form 10-Q | File No. 001-39291 | 10.3 | May 9, 2022 |
| 10.12 | Sales Agreement, dated August 5, 2022, by and between Eos Energy Enterprises, Inc. and Cowen and Company, LLC | Form 8-K | File No. 001-39291 | 10.2 | August 5, 2022 |
| 10.13 | Amended Director Compensation Policy, dated as of September 7, 2022 | Form 8-K | File No. 001-39291 | 10.1 | September 9, 2022 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number | Description of Document | Schedule/Form | File Number | Exhibit | Filing date |
| 10.14 | Separation Agreement, dated January 20, 2023, by and between the Company and Randall Gonzales | Form 8-K | File No. 001-39291 | 10.1 | January 20, 2023 |
| 10.15 | Employment Agreement, dated January 20, 2023, by and between the Company and Nathan Kroeker | Form 8-K | File No. 001-39291 | 10.2 | January 20, 2023 |
| 10.16 | Investment Agreement, dated January 18, 2023, by and among Eos Energy Enterprises, LLC and the purchasers listed therein | Form 8-K | File No. 001-39291 | 10.1 | January 19, 2023 |
| 10.17 | Limited Consent Agreement, dated as of January 17, 2023, among Eos Energy Enterprises, LLC, the lenders party thereto, and ACP Post Oak Credit I LLC, as administrative agent | Form 8-K | File No. 001-39291 | 10.2 | January 19, 2023 |
| 10.18 | Form of Securities Purchase Agreement, dated as of April 12, 2023 | Form 8-K | File No. 001-39291 | 10.1 | April 14, 2023 |
| 10.19 | Form of Securities Purchase Agreement, dated as of May 15, 2023 | Form 8-K | File No. 001-39291 | 10.1 | May 17, 2023 |
| 10.20 | Amendment No. 1 to Common Stock Sales Agreement, dated August 23, 2023, by and between Eos Energy Enterprises, Inc. and Cowen and Company, LLC | Form 8-K | File No. 001-39291 | 10.1 | August 23, 2023 |
| 10.21 | Master Supply Agreement, dated August 23, 2023, by and between HI-POWER, LLC and ACRO Automation Systems, Inc. | Form 8-K | File No. 001-39291 | 10.2 | August 23, 2023 |
| 10.22 | Employment Agreement, dated August 27, 2023, by and between the Company and Sumeet Puri | Form 8-K | File No. 001-39291 | 10.1 | August 28, 2023 |
| 10.23 | Separation Agreement, dated January 19, 2024, by and between the Company and Melissa Berube | Form 10-K | File No. 001-39291 | 10.43 | March 4, 2024 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number | Description of Document | Schedule/Form | File Number | Exhibit | Filing date |
| 10.24 | Employment Agreement, dated January 17, 2024, by and between the Company and Michael Silberman | Form 10-K | File No. 001-39291 | 10.44 | March 4, 2024 |
| 10.25 | First Amendment to the Amended and Restated 2020 Incentive Plan | Form S-8 | File No. 333-265708 | 99.2 | June 17, 2022 |
| 10.26 | Second Amendment to the Amended and Restated 2020 Incentive Plan | Form S-8 | File No. 333-272848 | 99.3 | June 23, 2023 |
| 10.27† | Amended and Restated Manufacturing Purchase and Supply Agreement dated January 8, 2024, by and between HI-POWER, LLC and TETRA Technologies, Inc. | Form 8-K | File No. 001-39291 | 10.1 | January 9, 2024 |
| 10.28† | Pricing Agreement dated January 31, 2024, by and between HI-POWER, LLC and SHP US LLC | Form 8-K | File No. 001-39291 | 10.1 | February 1, 2024 |
| 10.29 | Third Amendment to the Amended and Restated 2020 Incentive Plan | Form 10-Q | File No. 001-39291 | 10.6 | May 14, 2024 |
| 10.30 | Credit Agreement, dated June 21, 2024, by and between Eos Energy Enterprises, Inc. and Cerberus Capital Management L.P. | Form 8-K | File No. 001-39291 | 10.1 | June 24, 2024 |
| 10.31 | Securities Purchase Agreement, dated June 21, 2024, by and between Eos Energy Enterprises, Inc. and Cerberus Capital Management L.P. | Form 8-K | File No. 001-39291 | 10.2 | June 24, 2024 |
| 10.32 | Form of Warrant | Form 8-K | File No. 001-39291 | 10.3 | June 24, 2024 |
| 10.33 | Form of Atlas Payoff Letter Agreement, dated June 21, 2024, by and between Eos Energy Enterprises, Inc. and ACP Post Oak Credit I LLC | Form 8-K | File No. 001-39291 | 10.4 | June 24, 2024 |
| 10.34 | Form of Insurer Letter Agreement, dated June 21, 2024, by and between Eos Energy Enterprises, Inc. and ACP Post Oak Credit I LLC | Form 8-K | File No. 001-39291 | 10.5 | June 24, 2024 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number | Description of Document | Schedule/Form | File Number | Exhibit | Filing date |
| 10.35 | Form of Indemnification Agreement for Preferred Stock directors | Form 8-K | File No. 001-39291 | 10.6 | June 24, 2024 |
| 10.36 | Second Amended and Restated 2020 Incentive Plan | Form 8-K | File No. 001-39291 | 10.1 | July 30, 2024 |
| 10.37 | Form of Employee Time-Based Restricted Stock Unit Award Agreement under the Eos Energy Enterprises, Inc. Amended and Restated 2020 Incentive Plan | Form 10-Q | File No. 001-39291 | 10.12 | August 6, 2024 |
| 10.38 | Form of Employee Performance-Based Restricted Stock Unit Award Agreement under the Eos Energy Enterprises, Inc. Amended and Restated 2020 Incentive Plan | Form 10-Q | File No. 001-39291 | 10.13 | August 6, 2024 |
| 10.39 | Form of Director Restricted Stock Unit Award Agreement under the Eos Energy Enterprises, Inc. Amended and Restated 2020 Incentive Plan | Form 10-Q | File No. 001-39291 | 10.14 | August 6, 2024 |
| 10.40 | Form of Director Option Award Agreement under the Eos Energy Enterprises, Inc. 2020 Incentive Plan | Form 10-Q | File No. 001-39291 | 10.15 | August 6, 2024 |
| 10.41 | Form of Executive Restricted Stock Unit Award Agreement under the Eos Energy Enterprises, Inc. 2020 Incentive Plan | Form 10-Q | File No. 001-39291 | 10.16 | August 6, 2024 |
| 10.42 | Form of Employee Restricted Stock Unit Award Agreement under the Eos Energy Enterprises, Inc. 2020 Incentive Plan | Form 10-Q | File No. 001-39291 | 10.17 | August 6, 2024 |
| 10.43 | Note Purchase Agreement, dated November 26, 2024, by and among Eos Energy Enterprises, Inc., the U.S. Department of Energy and the Federal Financing Bank | Form 8-K | File No. 001-39291 | 10.1 | December 3, 2024 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number | Description of Document | Schedule/Form | File Number | Exhibit | Filing date |
| 10.44 | Future Advance Promissory Note of Eos Energy Enterprises, Inc., dated November 26, 2024 | Form 8-K | File No. 001-39291 | 10.2 | December 3, 2024 |
| 10.45† | Loan Guarantee Agreement, dated November 26, 2024, by and between Eos Energy Enterprises, Inc. and the U.S. Department of Energy | Form 8-K | File No. 001-39291 | 10.3 | December 3, 2024 |
| 10.46† | Amendment to Credit Agreement, dated June 21, 2024, by and between Eos Energy Enterprises, Inc. and Cerberus Capital Management L.P. | Form 8-K | File No. 001-39291 | 10.4 | December 3, 2024 |
| 19.1* | Insider Trading Policy | ||||
| 23.1* | Consent of Independent Registered Public Accounting Firm | ||||
| 24.1* | Power of Attorney (included on the signature page herein) | ||||
| 31.1* | Certification of the Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | ||||
| 31.2* | Certification of the Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | ||||
| 32.1*+ | Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | ||||
| 32.2*+ | Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | ||||
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number | Description of Document | Schedule/Form | File Number | Exhibit | Filing date |
| 97 | Policy relating to recovery of compensation | Form 10-K | File No. 001-39291 | 97 | March 4, 2024 |
| 101.SCH | XBRL Taxonomy Extension Schema Document | ||||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | ||||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document | ||||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | ||||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | ||||
| 104* | Inline XBRL for the cover page of this Annual Report on Form 10-K, included in the Exhibit 101 Inline XBRL Document Set | ||||
| † | Certain of the exhibits and schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The Registrant agrees to furnish a copy of all omitted exhibits and schedules to the SEC upon its request. | ||||
| * | Filed herewith. | ||||
| + | The certifications furnished in Exhibit 32.1 and Exhibit 32.2 hereto are deemed to accompany this Annual Report on Form 10-K and will not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, except to the extent that the registrant specifically incorporates it by reference. | ||||
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.