Fluence Energy Inc
For the period ended Sep 30, 2024. Filed Nov 29, 2024.
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FY2024 · Filed Nov 29, 2024
FLNC$4.91-9.1%Stored close · as of Nov 10, 2026
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Item 15. Exhibit and Financial Statement Schedules
The list of consolidated financial statements and related notes, together with the report of Ernst & Young LLP, appear in Part II, Item 8. “Financial Statements and Supplementary Data” of this Annual Report on Form 10-K and are hereby incorporated by reference.
The Financial Statement Schedules listed in the Index to Financial Statements in Item 8 is filed as part of this Annual Report on Form 10-K. All other financial statement schedules have been omitted because they are not applicable, not material or the required information is otherwise included.
The exhibits listed in the following Index to Exhibits are filed or incorporated by reference as part of this Annual Report.
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit No. | Exhibit Description | Form | File No. | Exhibit No. | Filing Date |
| 3.1 | Amended and Restated Certificate of Incorporation of Fluence Energy, Inc. | 8-K | 001-40978 | 3.1 | November 3, 2021 |
| 3.2 | First Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Fluence Energy, Inc. | 8-K | 001-40978 | 3.1 | December 22, 2022 |
| 3.3 | Certificate of Retirement of 65,674,195 shares of Class B-1 Common Stock Fluence Energy, Inc. | 8-K | 001-40978 | 3.1 | June 11, 2024 |
| 3.4 | Amended and Restated Bylaws of Fluence Energy, Inc. | 8-K | 001-40978 | 3.2 | November 3, 2021 |
| 4.1 | Specimen Stock Certificate evidencing the shares of Class A common stock | S-1/A | 333-259839 | 4.1 | October 19, 2021 |
| 4.2 | Description of Registered Securities | 10-Q | 001-40978 | 4.1 | August 7, 2024 |
| 10.1 | Third Amended and Restated LLC Agreement of Fluence Energy, LLC, dated as of October 27, 2021 | 8-K | 001-40978 | 10.1 | November 3, 2021 |
| 10.2 | First Amendment to the Third Amended and Restated LLC Agreement of Fluence Energy, LLC, dated as of October 27, 2021 | 10-K | 001-40978 | 10.2 | November 29, 2023 |
| 10.3 | Tax Receivable Agreement, dated as of November 1, 2021, by and among Fluence Energy, Inc. and the TRA Parties | 8-K | 001-40978 | 10.2 | November 3, 2021 |
| 10.4 | Registration Rights Agreement, dated November 1, 2021, by and among Fluence Energy, Inc. and the Original Equity Owners | 8-K | 001-40978 | 10.3 | November 3, 2021 |
| 10.5 | Siemens AG Joinder, dated July 7, 2022, to the Registration Rights Agreement, dated November 1, 2021, by and among Fluence Energy, Inc. and the other parties named therein | 10-Q | 001-40978 | 10.1 | August 15, 2022 |
| 10.6 | Siemens Pension-Trust e.V. Joinder, dated September 29, 2022, to the Registration Rights Agreement, dated November 1, 2021, by and among Fluence Energy, Inc. and the other parties named therein | 10-K | 001-40978 | 10.5 | December 14, 2022 |
| 10.7 | SPT Invest Management, Sarl Joinder, dated December 19, 2023, to the Registration Rights Agreement, dated November 1, 2021, by and among Fluence Energy, Inc. and the other parties named therein | 10-Q | 001-40978 | 10.6 | February 8, 2024 |
| 10.8 | Stockholders Agreement, dated October 27, 2021, by and among Fluence Energy, Inc., Fluence Energy, LLC and the Stockholders | 8-K | 001-40978 | 10.4 | November 3, 2021 |
| 10.9 | Siemens AG Joinder, dated July 7, 2022, to the Stockholders Agreement, dated October 27, 2021, by and among Fluence Energy, Inc. and the other parties named therein | 10-Q | 001-40978 | 10.2 | August 15, 2022 |
| 10.10 | Siemens Pension-Trust E.V. Joinder, dated September 29, 2022, to the Stockholders Agreement, dated October 27, 2021, by and among Fluence Energy, Inc. and the other parties named therein | 10-K | 001-40978 | 10.8 | December 14, 2022 |
| 10.11 | SPT Invest Management, Sarl Joinder, dated December 19, 2023, to the Stockholders Agreement, dated October 27, 2021, by and among Fluence Energy, Inc. and the other parties named therein | 10-Q | 001-40978 | 10.7 | February 8, 2024 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| 10.12† | 2021 Incentive Award Plan | S-1/A | 333-259839 | 10.5 | October 19, 2021 |
| 10.13† | Annual Incentive Plan | 10-K | 001-40978 | 10.10 | December 14, 2022 |
| 10.14† | Form Restricted Stock Unit Award Agreement (Employee and Officer)(IPO) | S-1/A | 333-259839 | 10.6.1 | October 19, 2021 |
| 10.15† | Form Restricted Stock Unit Award Agreement (Employee & Officer)(rev. May 2023) | 10-Q | 001-40978 | 10.1 | May 11, 2023 |
| 10.16† | Form Restricted Stock Unit Award Agreement (Officer)(revised October 2023) | 10-K | 001-40978 | 10.14 | November 29, 2023 |
| 10.17† | Form Performance Stock Unit Agreement (Officer)(adopted October 2023) | 10-K | 001-40978 | 10.15 | November 29, 2023 |
| 10.18† | Form Stock Option Agreement (Officer)(adopted October 2023) | 10-K | 001-40978 | 10.16 | November 29, 2023 |
| 10.19† | Form Restricted Stock Unit Award Agreement (Employee)(revised October 2023) | 10-K | 001-40978 | 10.17 | November 29, 2023 |
| 10.20† | Form Performance Stock Unit Award Agreement (Employee)(adopted October 2023) | 10-K | 001-40978 | 10.18 | November 29, 2023 |
| 10.21† | Form Restricted Stock Unit Award Agreement (Director)(revised May 2023) | 10-Q | 001-40978 | 10.2 | May 11, 2023 |
| 10.22† | 2020 Unit Option Plan and Form Unit Option Award Agreement | S-1 | 333-259839 | 10.7 | September 28, 2021 |
| 10.23† | Offer Letter, dated May 12, 2020, with Rebecca Boll | S-1 | 333-259839 | 10.11 | September 28, 2021 |
| 10.24† | Offer Letter, dated August 5, 2022, between Fluence Energy, Inc. and Julian Nebreda | 8-K | 001-40978 | 10.1 | August 8, 2022 |
| 10.25† | Offer Letter, dated August 26, 2022, between Fluence Energy, Inc. and Manavendra Sial | 8-K | 001-40978 | 10.1 | August 31, 2022 |
| 10.26† | Offer Letter, dated August 14, 2023, between Fluence Energy, Inc. and Michelle Philpot | 8-K | 001-40978 | 10.1 | August 18, 2023 |
| 10.27† | Offer Letter, dated August 8, 2022, between Fluence Energy, Inc. and Krishna Vanka | 10-K | 001-40978 | 10.28 | November 29, 2023 |
| 10.28† | Transition Services Agreement, executed January 19, 2024, by and between Fluence Energy, LLC and Krishna Vanka | 10-Q | 001-40978 | 10.2 | February 8, 2024 |
| 10.29† | Offer Letter, dated July 6, 2023, between Fluence Energy, Inc. and Peter Williams | 10-K | 001-40978 | 10.29 | November 29, 2023 |
| 10.30† | Offer Letter, dated November 16, 2023, between Fluence Energy, Inc. and Ahmed Pasha | 8-K | 001-40978 | 10.1 | November 16, 2023 |
| 10.31†* | Offer Letter, executed November 17, 2017, between Fluence Energy, LLC and John Zahurancik | ||||
| 10.32† | Fluence Energy, Inc. Executive Severance Plan | 8-K | 001-40978 | 10.1 | February 10, 2022 |
| 10.33† | Revised Non-Employee Independent Director Compensation Policy (effective October 1, 2024) | 10-Q | 001-40978 | 10.1 | August 7, 2024 |
| 10.34 | Form of Indemnification Agreement | S-1/A | 333-259839 | 10.13 | October 19, 2021 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| 10.35 | Syndicated Facility Agreement, dated as of November 22, 2023, among Fluence Energy, LLC as the Parent Borrower, the other borrowers party thereto, Fluence Energy, Inc., as the Parent, the other guarantors party thereto, the lenders party thereto, and Barclays Bank PLC, as Administrative Agent. | 8-K | 001-40978 | 10.1 | November 27, 2023 |
| 10.36 | Master Assignment and Assumption and Issuing Bank Joinder dated as of December 15, 2023 to the Syndicated Facility Agreement, dated as of November 22, 2023, among Fluence Energy, LLC as the Parent Borrower, the other borrowers party thereto, Fluence Energy, Inc., as the Parent, the other guarantors party thereto, the lenders party thereto, and Barclays Bank PLC, as Administrative Agent. | 10-Q | 001-40978 | 10.1 | February 8, 2024 |
| 10.37 | Amendment No. 1, dated April 8, 2024, to the Syndicated Facility Agreement, dated as of November 22, 2023, among Fluence Energy, LLC as the Parent Borrower, the other borrowers party thereto, Fluence Energy, Inc., as the Parent, the other guarantors party thereto, the lenders party thereto, and Barclays Bank PLC, as Administrative Agent. | 10-Q | 001-40978 | 10.2 | May 9, 2024 |
| 10.38 | Amendment No. 2, dated May 8, 2024, to the Syndicated Facility Agreement, dated as of November 22, 2023, among Fluence Energy, LLC as the Parent Borrower, the other borrowers party thereto, Fluence Energy, Inc., as the Parent, the other guarantors party thereto, the lenders party thereto, and Barclays Bank PLC, as Administrative Agent. | 10-Q | 001-40978 | 10.3 | May 9, 2024 |
| 10.39 | Amendment Number Three to Syndicated Facility Agreement, dated as of August 6, 2024, by and among Fluence Energy, Inc., Fluence Energy, LLC, Fluence Energy Global Production Operation, LLC, the other guarantors party thereto, the parties thereto identified as “Exiting Lenders”, the parties thereto identified as “Existing Lenders”, the parties thereto identified as “New Lenders”, Barclays Bank PLC, in its capacity as resigning administrative agent, and Citibank, N.A., in its capacity as successor administrative agent. | 10-Q | 001-40978 | 10.2 | August 7, 2024 |
| 10.40 | Master Receivables Purchase Agreement by and among Fluence Energy, LLC and any other seller from time to time party thereto, as sellers and servicers, and Credit Agricole Corporate and Investment Bank, dated February 27, 2024. | 10-Q | 001-40978 | 10.1 | May 9, 2024 |
| 10.41 | Amended and Restated Credit Support and Reimbursement Agreement, dated June 9, 2021, by and among Fluence Energy, LLC, The AES Corporation and Siemens Industry, Inc. | S-1 | 333-259839 | 10.15 | September 28, 2021 |
| 10.42 | Assignment of Rights, dated April 6, 2021, by and among Siemens Aktiengesellschaft and Fluence Energy, LLC | S-1 | 333-259839 | 10.16 | September 28, 2021 |
| 10.43 | Amended and Restated Siemens License Agreement, dated June 9, 2021, by and between Fluence Energy, LLC and Siemens Aktiengesellschaft | S-1/A | 333-259839 | 10.17 | October 19, 2021 |
| 10.44 | Amended and Restated Siemens Industry License Agreement, dated as of June 9, 2021, by and between Siemens Industry, Inc. and Fluence Energy, LLC | S-1/A | 333-259839 | 10.18 | October 19, 2021 |
| 10.45 | Intellectual Property Assignment, dated September 9, 2021, amongst The AES Corporation and Fluence Energy, LLC | S-1/A | 333-259839 | 10.19 | October 19, 2021 |
| 10.46 | License Agreement, dated September 9, 2021, by and between Fluence Energy, LLC and The AES Corporation | S-1/A | 333-259839 | 10.20 | October 19, 2021 |
| 10.47 | Amended and Restated Equipment and Services Purchase Agreement, dated October 27, 2021, by and among Siemens Industry, Inc. and Fluence Energy, LLC. | 10-K | 001-40978 | 10.21 | December 14, 2021 |
| 10.48 | Amended and Restated Storage Core Frame Purchase Agreement, dated October 27, 2021, by and among AES Grid Stability, LLC and Fluence Energy, LLC. | 10-K | 001-40978 | 10.22 | December 14, 2021 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| 10.49 | Amended and Restated Storage Core Frame Purchase Agreement, dated October 27, 2021, by and among Siemens Industry, Inc. and Fluence Energy, LLC. | 10-K | 001-40978 | 10.23 | December 14, 2021 |
| 10.50 | Amended and Restated Trademark Agreement, dated October 27, 2021, by and among Fluence Energy, LLC and AES Grid Stability, LLC. | 10-K | 001-40978 | 10.24 | December 14, 2021 |
| 10.51 | Amended and Restated Trademark Agreement, dated October 27, 2021, by and among Fluence Energy, LLC and Siemens Aktiengesellschaft | 10-K | 001-40978 | 10.25 | December 14, 2021 |
| 10.52 | Amended and Restated Master Sales Cooperation Agreement, dated October 27, 2021, by and among Fluence Energy, LLC and Siemens Industry, Inc. | 10-K | 001-40978 | 10.26 | December 14, 2021 |
| 10.53 | Amended and Restated Cooperation Agreement, dated October 27, 2021, by and among Fluence Energy, LLC and The AES Corporation | 10-K | 001-40978 | 10.27 | December 14, 2021 |
| 10.54 | Global Paying Services Agreement between Fluence Energy, LLC as the borrower, and Citibank, N.A. | S-1/A | 333-259839 | 10.30 | October 19, 2021 |
| 19.1* | Insider Trading Compliance Policy | ||||
| 21.1* | List of Subsidiaries of Fluence Energy, Inc. | ||||
| 23.1* | Consent of Ernst & Young LLP | ||||
| 24.1* | Powers of Attorney | ||||
| 31.1* | Certification of the Company’s Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities and Exchange Act of 1934, as amended, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | ||||
| 31.2* | Certification of the Company’s Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities and Exchange Act of 1934, as amended, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | ||||
| 32.1** | Certification of the Company’s 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 Company’s Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | ||||
| 97.1 | Fluence Energy, Inc. Policy for Recovery of Erroneously Awarded Compensation | 10-K | 001-40978 | 97.1 | November 29, 2023 |
| 101.INS | Inline XBRL Instance Document – the Instance Document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL 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.LAB | Inline XBRL Taxonomy Extension Presentation Linkbase Document | ||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | ||||
† Indicates a management or compensatory plan or arrangement.
- Filed herewith.
** This certification is being furnished solely to accompany this Annual Report on Form 10-K pursuant to 18 U.S.C. Section 1350, and is not being filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing of the registrant under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
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