Eos Energy (EOSE) defers DOE loan revenue and EBITDA covenants to 2027

Rhea-AI Filing Summary

Eos Energy Enterprises, Inc. entered into a Second Amendment to its loan guarantee agreement with the U.S. Department of Energy on February 13, 2026. The amendment defers the applicability of the Loan Agreement’s Consolidated Revenue and EBITDA financial covenants until the fiscal quarter ended March 31, 2027, giving the company more time before these performance tests apply.

Insights

Credit and capital structure analyst

DOE covenant deferral gives Eos more time before key financial tests apply.

The amendment to Eos Energy Enterprises’ DOE-backed Loan Agreement pushes out when Consolidated Revenue and EBITDA covenants begin to apply, now starting with the fiscal quarter ended March 31, 2027. This changes the near-term pressure from meeting specific financial thresholds.

Deferring covenant applicability can provide operating flexibility while the business scales, but it also highlights that original covenant timing may have been challenging. Future disclosures about performance as of the March 31, 2027 quarter will show how the company measures against these requirements once they take effect.

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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): February 13, 2026

EOS ENERGY ENTERPRISES, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-39291

84-4290188

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

3920 Park Avenue

Edison, New Jersey 08820

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (732) 225-8400

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:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.0001 per share

EOSE

The Nasdaq Stock Market LLC

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 ☐

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. ☐

1

Item 1.01 Entry into a Material Definitive Agreement.

As previously disclosed, on November 26, 2024, Eos Energy Enterprises, Inc., a Delaware corporation (the “Company”), entered into a loan guarantee agreement, which was subsequently amended by that certain Amendment to Loan Guarantee Agreement entered into on March 25, 2025, by and between the Company and the United States Department of Energy, an agency of the United States of America (the “DOE” and, such agreements collectively, the “Loan Agreement”). On February 13, 2026, the Company entered into that certain Second Amendment to Loan Guarantee Agreement (the “Second Amendment”), by and between the DOE and the Company, pursuant to which, among other things, the Loan Agreement was amended to defer the applicability of the Consolidated Revenue and EBITDA financial covenants in the Loan Agreement until the fiscal quarter ended March 31, 2027.

This description of the Second Amendment does not purport to be complete and is subject to and qualified in its entirety by reference to the full text of the Second Amendment, which is attached as Exhibit 10.1 to this Current Report on Form 8-K, and is incorporated herein by reference.

Item 9.01 Financial Statement and Exhibits.

(d) Exhibits

Exhibit Number						Description of Document
10.1						Second Amendment to Loan Guarantee Agreement, dated February 13, 2026, by and between the Company and the United States Department of Energy
104						Cover page of this Current Report on Form 8-K formatted in Inline XBRL

2

SIGNATURE

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.

			EOS ENERGY ENTERPRISES, INC.
Dated: February 17, 2026			By:			/s/ Nathan Kroeker
						Name:			Nathan Kroeker
						Title:			Interim Chief Financial Officer

3

FAQ

What did Eos Energy Enterprises (EOSE) change in its DOE loan agreement?

Eos Energy Enterprises amended its DOE loan guarantee agreement to defer when certain financial covenants apply. The Second Amendment delays the start of Consolidated Revenue and EBITDA covenants until the fiscal quarter ended March 31, 2027, altering the loan’s near-term performance testing timeline.

When do Eos Energy’s Consolidated Revenue and EBITDA covenants now begin to apply?

The Consolidated Revenue and EBITDA financial covenants now apply beginning with the fiscal quarter ended March 31, 2027. Before this Second Amendment, those covenants would have applied earlier, so the change effectively postpones when Eos must meet those specific financial tests under the DOE-backed facility.

Who are the parties to Eos Energy’s Second Amendment to the Loan Guarantee Agreement?

The Second Amendment is between Eos Energy Enterprises, Inc. and the United States Department of Energy. It modifies the existing Loan Agreement that had already been amended once before, maintaining the same counterparties while updating the timing of key financial covenant requirements.

Why is the Second Amendment to Eos Energy’s DOE loan significant for investors?

The Second Amendment is significant because it postpones when Eos must comply with Consolidated Revenue and EBITDA covenants. This can affect financial flexibility, reducing short-term covenant pressure while shifting focus to performance levels the company must demonstrate by the March 31, 2027 quarter.

Where can investors find the full text of Eos Energy’s Second Amendment with the DOE?

The full text of the Second Amendment to the Loan Guarantee Agreement is filed as Exhibit 10.1 to the current report. Eos Energy incorporates this exhibit by reference, allowing investors to review the precise covenant deferral language and other detailed revisions to the loan terms.

Filing Exhibits & Attachments

5 documents

Agreements & Contracts

• EX-10.1 EX-10.1 15.4 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 2.1 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE DOCUMENT 14.2 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 26.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 15.7 KB