Amprius signs U.S. drone battery deal worth up to $75M
Payments depend on accepted milestones; approximately $22 million has been obligated to incrementally fund the base period.
Rhea-AI Filing Summary
Amprius Technologies, Inc. (AMPX) entered into an Other Transaction Agreement with the U.S. Government for Project acCELLerate, with a total award value of up to $75 million, representing the entire U.S. Government share; Amprius is not required to provide a cost share. The parties agreed to exert reasonable efforts to develop and execute a project to establish domestic production of high-energy-density silicon-anode lithium-ion pouch cells and related battery systems for small unmanned aerial systems.
The fixed-price award provides for milestone payments after Amprius submits specified deliverables and the U.S. Government accepts them. The base period runs from September 23, 2026 through September 22, 2028. The U.S. Government has obligated approximately $22 million to incrementally fund the base period using Fiscal Year 2025 RDT&E funding; a majority of the total award amount remains unfunded and subject to future appropriations. Either party may terminate for convenience on at least 30 calendar days’ prior written notice, subject to good-faith settlement negotiations.
Negative
- Funding: A majority of the up-to-$75 million award remains unfunded and subject to future appropriations.
Filing Explained
The agreement gives the U.S. Government license rights in project technical data and imposes foreign-participation, public-release, cybersecurity, and equipment-title requirements, adding data-control and compliance constraints to the project.
8-K Event Classification
2 items: 1.01, 9.01
2 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Total award value: Up to $75 million
Obligated funding: Approximately $22 million
Base period: September 23, 2026 through September 22, 2028
+1 more
4 metrics
Total award value
Up to $75 million
Entire U.S. Government share
Obligated funding
Approximately $22 million
Incremental funding for the base period using Fiscal Year 2025 RDT&E funding
Base period
September 23, 2026 through September 22, 2028
Project acCELLerate work program
Termination notice
At least 30 calendar days
Prior written notice for termination for convenience
Key Terms
Other Transaction Agreement, fixed-price, milestone basis, RDT&E funding
4 terms
Other Transaction Agreement regulatory
"entered into an Other Transaction Agreement"
An "other transaction agreement" is a catch‑all contract used when parties create a custom deal that doesn’t match standard templates like a merger, stock sale or loan. For investors it signals a non‑standard structure that can change who owns assets, when and how cash moves, and what legal or regulatory steps are required — like ordering a custom recipe instead of a menu item, it can affect risks, rights and timing in ways that need careful review.
fixed-price financial
"The award provided under the Agreement is fixed-price"
A fixed-price is a set, unchanging price established in advance for a security, product, contract, or transaction rather than one that will vary with bids or market movements. For investors it matters because it provides predictability about cost, revenue or valuation—like buying an item with a sticker price instead of waiting for an auction—so it reduces uncertainty but can limit potential gains if market prices move favorably.
milestone basis financial
"payments to be made on a milestone basis"
A contractual or accounting arrangement where payments, royalties, or recognition of revenue occur only when predefined development, regulatory, commercial, or performance milestones are achieved. Like a contractor paid in stages when construction milestones are completed, it links cash flow and reported income to specific events, so investors can judge the timing and uncertainty of future receipts and how partners’ incentives are aligned.
RDT&E funding regulatory
"utilizing Fiscal Year 2025 Research, Development, Test, and Evaluation (RDT&E) funding"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How much is AMPX’s Project acCELLerate award?
The award has a total value of up to $75 million, representing the entire U.S. Government share, and Amprius is not required to provide a cost share. The fixed-price award provides for payments after specified milestones are completed and accepted by the U.S. Government.
How much has the U.S. Government obligated for AMPX’s project?
The U.S. Government has obligated approximately $22 million to incrementally fund the base period using Fiscal Year 2025 RDT&E funding. A majority of the total award amount remains unfunded and subject to future appropriations.
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_________________________
FORM 8-K
_________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 23, 2026
_________________________
(Exact name of Registrant as Specified in Its Charter)
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| (Address of Principal Executive Offices) | (Zip Code) | ||||
Registrant’s Telephone Number, Including Area Code: (800 ) 425-8803
N/A
(Former Name or Former Address, if Changed Since Last Report)
_________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | ||||||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | ||||||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | ||||||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | ||||||||
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 1.01 Entry into a Material Definitive Agreement.
On September 23, 2026, Amprius Technologies, Inc. (the “Company”) entered into an Other Transaction Agreement (the “Agreement”) with the United States of America (the “U.S. Government”) for a project (“Project acCELLerate”) awarded to the Company under the authority of 10 U.S.C. § 4022.
Pursuant to the Agreement, the Company and the U.S. Government agreed to exert reasonable efforts to develop and execute Project acCELLerate, which is designed to establish secure, scalable, domestic high-energy density battery production capabilities compliant with Section 842 of the National Defense Authorization Act. The objective of Project acCELLerate is to establish a high-volume, commercially viable, domestic manufacturing capability for advanced silicon-anode high-energy density lithium-ion pouch cells and associated battery systems tailored for small Unmanned Aerial Systems (Groups 1, 2, and 3).
The award provided under the Agreement is fixed-price and provides for payments to be made on a milestone basis, in each case following the Company’s formal submission, and the U.S. Government’s acceptance, of specified deliverables. The total value of the award granted under the Agreement is up to $75 million, which represents the entire U.S. Government share; the Company is not required to provide any cost share. The work program under the Agreement is structured into a base period from September 23, 2026 through September 22, 2028. The U.S. Government has obligated approximately $22 million to incrementally fund the base period utilizing Fiscal Year 2025 Research, Development, Test, and Evaluation (RDT&E) funding. Funds will be disbursed against payable milestones completed, in accordance with the terms, and subject to the conditions under the Agreement.
The Agreement contains customary provisions relating to intellectual property and data rights, including, among other things, U.S. Government license rights in technical data developed under the Agreement; restrictions on foreign participation, non-U.S. research program involvement, and foreign acquisitions and mergers; information security and cybersecurity compliance obligations; restrictions on public release of data developed under the Agreement; and equipment title and permanent affixation requirements.
Either party may terminate the Agreement for convenience upon at least 30 calendar days’ prior written notice, subject to good faith negotiation of a settlement.
The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. Portions of Exhibit 10.1 have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K because the Company has determined that the omitted information is both (i) not material and (ii) the type that the Company treats as private or confidential.
Cautionary Note Regarding Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the anticipated value, funding, scope and timing of the Agreement and the Company’s expectations regarding its performance thereunder. These statements are based on management’s current expectations and are subject to risks and uncertainties that could cause actual results to differ materially, including that a majority of the total award amount remains unfunded and is subject to future appropriations; that payments of the award depend on the achievement and acceptance by the U.S. Government of specified milestones, which the Company may not achieve on the expected timeline or at all; that the Company relies on third parties and partners for the performance of certain obligations under the Agreement, and that such third parties may fail to perform, fail to meet milestone requirements on the expected timeline, or experience delays or other difficulties that adversely affect the Company’s ability to perform under the Agreement; and the other risks described in the Company’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and subsequent Quarterly Reports on Form 10-Q. Forward-looking statements speak only as of the date of this report, and the Company undertakes no obligation to update them except as required by law.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number | Description | |||||||
| 10.1* | Agreement between the United States of America and Amprius Technologies Inc., dated September 23, 2026 | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
* Certain portions of this exhibit (indicated by asterisks) have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AMPRIUS TECHNOLOGIES, INC. | ||||||||
| Date: September 28, 2026 | By: | /s/ Ricardo C. Rodriguez | ||||||
| Name: Ricardo C. Rodriguez | ||||||||
| Title: Chief Financial Officer | ||||||||