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ADS-TEC Energy plc has registered up to 27,493,949 Ordinary Shares for resale by existing securityholders. These consist of 6,324,000 shares issued on May 8, 2026, 3,000,000 shares issued under a May 28, 2026 subscription agreement, each at an exercise price of $1.00 per share, and 18,169,949 shares acquired in a December 2023 private placement and open-market purchases.
The company has already received approximately $6.3 million and $3 million from the exercise of May 8 and May 28 subscription rights and will receive no proceeds from subsequent resales under this prospectus. Ordinary Shares trade on Nasdaq under the symbol ADSE, with a closing price of $11.98 on July 27, 2026, and 75,129,730 shares were outstanding as of July 20, 2026.
ADS-TEC Energy develops battery-based ultra-fast charging and energy storage solutions and is expanding toward owning and operating infrastructure, including a planned large-scale storage project of approximately 1 GW and up to 4 GWh. The company is an emerging growth company and foreign private issuer, has delivered more than 2,500 charge points and over 2.5 GWh of installed storage capacity, and currently intends to retain earnings rather than pay dividends.
ADSE submitted a notice of proposed resale of ordinary shares under Rule 144. The ordinary shares are listed on NASDAQ and are held through Global Shares Financial Services Inc. in Jersey City, New Jersey.
The planned resale is tied to restricted stock vesting scheduled for July 27, 2026, in connection with a Long Term Incentive Plan. The notice records ordinary shares to be sold after this vesting date, consistent with the issuer’s equity compensation arrangements.
ADS-TEC Energy PLC filed a notice of proposed sales of ordinary shares under Rule 144. The filing lists 4,425 ordinary shares with an aggregate market value of $53,100.00, expected to be sold on or after July 27, 2026 on NASDAQ. It also notes 9,217 ordinary shares associated with restricted stock vesting under a Long Term Incentive Plan, with an acquisition event dated July 27, 2026.
ADS-TEC Energy PLC filed a notice of proposed sales of restricted securities. The filing lists ordinary shares to be sold through Global Shares Financial Services Inc., with 4,425 ordinary shares having an aggregate market value of $53,100.00, expected to be sold on 07/27/2026 on NASDAQ. The shares relate to restricted stock vesting under a Long Term Incentive Plan, with the vesting date also shown as 07/27/2026.
ADS-TEC Energy PLC has filed a shelf registration on Form F-3 covering the potential resale, from time to time, of up to 27,493,949 Ordinary Shares by existing selling securityholders. The registration consists of 6,324,000 May 8 Subscription Shares, 3,000,000 May 28 Subscription Shares and 18,169,949 Other Shares acquired in a December 2023 private placement and subsequent open-market purchases.
All shares are being offered for the selling securityholders’ own account; the company will not receive any proceeds from these resales. ADS-TEC Energy previously received approximately $6.3 million and $3.0 million from the May 8 and May 28, 2026 subscription right exercises at $1.00 per share, respectively. Ordinary Shares trade on Nasdaq under the symbol “ADSE,” and there were 75,129,730 Ordinary Shares outstanding as of July 20, 2026.
The company develops battery-based energy infrastructure, including battery-buffered ultra-fast EV charging and energy storage systems, and is expanding toward operating infrastructure assets and large-scale storage projects. ADS-TEC Energy is an emerging growth company and a foreign private issuer, benefiting from reduced U.S. reporting requirements.
Lucerne Capital Management and affiliated investors amended their Schedule 13D on Ads-Tec Energy to report beneficial ownership of 17,159,341 Common Shares, representing 22.9% of the class, based on 75,002,051 shares outstanding as of May 29, 2026.
The filing details several capital-structure transactions. Lucerne funds acquired Ayrton/Anson SPA rights and related warrants for $12,500,000, which the company later cancelled for $12,556,857.89, eliminating 742,924 warrants while 1,084,360 remain outstanding. Separately, the company reduced the exercise price of 5,172,045 Lucerne Warrants from $6.20 to $1.00, and Lucerne exercised all of them for $5,172,045 in cash, receiving 5,172,045 Common Shares. On May 8, 2026, the company also issued subscription rights for up to 6,324,000 Common Shares at $1.00 per share; investors fully subscribed, and the reporting persons acquired 2,097,000 shares as part of this effort to simplify the capital structure.
ADS-TEC Energy PLC entered into subscription agreements with Svelland Global Trading Master Fund and other Mirabella-managed accounts, issuing non-transferable rights to purchase up to 5,000,000 Ordinary Shares at $1.00 per share to support efforts to simplify its capital structure. On May 28, 2026, the investors exercised rights for 3,000,000 Ordinary Shares, with delivery expected on May 29, 2026, providing the company with gross proceeds of about USD3,000,000. The shares were offered and sold in offshore transactions relying on Regulation S and have not been registered under the Securities Act. The company plans to use net proceeds for general corporate purposes, including working capital, capital expenditures and other business investments. In connection with the deal, certain investors received customary resale shelf registration rights for their securities, including potential underwritten shelf takedowns and block trades. After these transactions, 75,002,051 Ordinary Shares were outstanding.
ADS-TEC Energy PLC files its 2025 annual report highlighting a sharp deterioration in performance and substantial risks. Revenue fell to approximately €32 million in 2025 from about €110 million in 2024, driven by weaker sales of battery-buffered charging systems and storage solutions and a strategic shift toward new business lines.
The company reported a recurring net loss of roughly €55 million in 2025 (vs. about €98 million in 2024), continues to generate negative operating cash flow and explicitly notes uncertainty about its ability to continue as a going concern without improved performance and additional financing. Management is pivoting toward service and software revenues, an Own & Operate ultra-fast charging model, and a large-scale battery energy storage project in Baden-Württemberg planned to go live in the second half of 2029, but these initiatives are capital-intensive and subject to significant permitting, execution, financing and utilization risks.
Customer and supplier concentration, intense competition in EV charging and storage, evolving regulation, and macroeconomic factors such as inflation, energy-price volatility and geopolitical tensions add further pressure. As of December 31, 2025, the company had 60,436,227 ordinary shares outstanding.
ADS-TEC Energy PLC reported a Schedule 13G/A amendment showing Mirabella Financial Services LLP beneficially owns 18,169,949 shares of Common Stock, representing 25.23% of the class. The filing states Mirabella acts as investment manager for Svelland Global Trading Master Fund Limited and has sole voting and dispositive power over these shares.
The filing cites a shares outstanding figure of 72,002,051 taken from a 6-K described as dated 12.05.2026. The filing includes a certification that the holdings were not acquired to change control.