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Eos Energy Enterprises (EOSE) insiders gain 20M JV stock warrants

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Eos Energy Enterprises, Inc. reports that Cerberus-affiliated reporting persons, through CCM Frontier JV Holdco, LLC, indirectly acquired warrants to purchase 20,017,772 shares of common stock. These JV Warrants are immediately exercisable at an exercise price of $5.481 per share and are governed by a warrant agreement with a corporate warrant agent.

The acquisition occurred in connection with funding Frontier Power USA Parent, LLC, a joint venture among Eos, CCM Frontier and an affiliate of Hudson Bay Capital. CCM Frontier directly holds the JV Warrants; related Cerberus entities may be deemed to indirectly beneficially own them but each, other than CCM Frontier, disclaims beneficial ownership beyond its pecuniary interest.

Positive

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Insider Cerberus GP Manager LLC, CCM Frontier JV Holdco, LLC, CCM Frontier Power USA Holdings GP, LLC, CCM Frontier Power USA Holdings, LP
Role Director, 10% Owner | Director, 10% Owner | Director, 10% Owner | Director, 10% Owner
Type Security Shares Price Value
Grant/Award Warrant (right to buy) F3, F1, F2, F4, F5 20,017,772 -- --
Holdings After Transaction: Warrant (right to buy) — 20,017,772 shares (Indirect, See Footnotes)
Footnotes (5)
  1. F1. On August 4, 2026, Eos Energy Enterprises Inc. (the "Issuer"), CCM Frontier JV Holdco, LLC ("CCM Frontier"), and HBC MSF Capital Solutions Blocker II LLC, an affiliate of Hudson Bay Capital Management LP ("HBC"), consummated the closing of the funding of Frontier Power USA Parent, LLC (the "JV Company"), a joint venture among the Issuer, CCM Frontier and HBC. Pursuant to a Contribution and Warrants Purchase Agreement (the "Contribution and Warrants Purchase Agreement"), dated as of August 4, 2026, by and between CCM Frontier and the JV Company, CCM Frontier (i) caused the JV Company to receive the benefit of certain contracts, contacts, investment opportunities, subject matter expertise and other going concern value with respect to the Frontier power platform developed by affiliates of CCM Frontier and (ii) contributed cash and certain assets to the JV Company as detailed in the Contribution and Warrants Purchase Agreement.
  2. F2. (continued from footnote 1) In exchange therefor and for certain funds previously contributed by CCM Frontier to the JV Company, the JV Company (A) issued to CCM Frontier 50,000,001 Class A-1 Units of the JV Company and 100,000,000 Class A-2 Units of the JV Company and (B) sold and transferred to CCM Frontier warrants (the "JV Warrants") to purchase 20,017,772 shares of Common Stock of the Issuer that were previously contributed to the JV Company by the Issuer. The transfer of the JV Warrants to CCM Frontier was contemplated in the agreement governing the Issuer's contribution of the JV Warrants to the JV Company.
  3. F3. The JV Warrants are governed by that certain Warrant Agreement, dated as of August 4, 2026, by and between the Issuer and Continental Stock Transfer & Trust Company, as warrant agent (the "Warrant Agreement"). The JV Warrants are immediately exercisable at an exercise price of $5.481 per share of Common Stock and expire on the tenth anniversary of the date of issuance. The JV Warrants may be exercised for cash or on a cashless basis. The Issuer may lower the exercise price and extend the duration of the JV Warrants under certain conditions described in the Warrant Agreement. The Issuer has certain rights to redeem the JV Warrants beginning five years after the date of issuance of the JV Warrants under certain conditions described in the Warrant Agreement. The JV Warrants are subject to customary anti-dilution adjustments as described in the Warrant Agreement.
  4. F4. The securities of the Issuer reported herein are held directly by CCM Frontier. CCM Frontier Power USA Holdings, LP ("CCM Frontier LP") is the sole member of CCM Frontier. CCM Frontier Power USA Holdings GP, LLC ("CCM Frontier GP") is the general partner of CCM Frontier LP. Cerberus GP Manager LLC ("Cerberus GP Manager", and together with CCM Frontier, CCM Frontier LP, and CCM Frontier GP, the "Reporting Persons") is the sole member of CCM Frontier GP. Due to their relationships with CCM Frontier, CCM Frontier LP, CCM Frontier GP, and Cerberus GP Manager may be deemed to indirectly beneficially own the securities of the Issuer held directly by CCM Frontier. The Reporting Persons are affiliates of and may be deemed to be a Section 13(d) group with CCM Denali Equity Holdings, LP, CCM Denali Equity Holdings GP, LLC and Cerberus Capital Management II, L.P., each of which has previously filed Form 3 and Form 4 filings to report beneficial ownership of securities of the Issuer.
  5. F5. Each of CCM Frontier LP, CCM Frontier GP and Cerberus GP Manager disclaims beneficial ownership of the securities of the Issuer held directly by CCM Frontier except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of CCM Frontier LP, CCM Frontier GP or Cerberus GP Manager is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
JV Warrants 20,017,772 warrants Total JV Warrants to purchase Eos common stock held by CCM Frontier after the acquisition
Exercise Price $5.481 per share Exercise price of the JV Warrants, immediately exercisable for Eos common stock
Class A-1 Units 50,000,001 units Class A-1 Units of Frontier Power USA Parent, LLC issued to CCM Frontier in the JV
Class A-2 Units 100,000,000 units Class A-2 Units of Frontier Power USA Parent, LLC issued to CCM Frontier in the JV
Section 16 financial
"for purposes of Section 16 of the Securities Exchange Act of 1934"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
Section 13(d) group financial
"may be deemed to be a Section 13(d) group with CCM Denali"
cashless basis financial
"The JV Warrants may be exercised for cash or on a cashless basis."
An agreement executed on a cashless basis lets a holder convert or exercise a security (like options, warrants, or conversion rights) without paying money upfront; instead the holder receives a smaller number of shares equal in value to what the cash would have purchased. Think of trading a coupon for fewer slices of a cake rather than handing over cash for the full slice. For investors, it affects how much ownership and dilution occur and avoids immediate cash outlays.
anti-dilution adjustments financial
"The JV Warrants are subject to customary anti-dilution adjustments as described"
Anti-dilution adjustments are changes made to the ownership stakes or value of an investment to protect investors from having their shares become less valuable if the company issues new shares at a lower price. Imagine buying a piece of a pie, and then the pie is cut into more slices without increasing in size—these adjustments help ensure your slice still retains its worth. They matter to investors because they help preserve the value of their investment when the company’s share price drops.
pecuniary interest financial
"disclaims beneficial ownership of the securities except to the extent of their pecuniary interest"

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What is the exercise price of the JV Warrants disclosed for EOSE?
The JV Warrants carry an exercise price of $5.481 per share of Eos Energy common stock. They are immediately exercisable and may be exercised for cash or on a cashless basis under the terms of a warrant agreement with a corporate warrant agent.

What joint venture is connected to the EOSE warrant acquisition?
The warrant acquisition is tied to funding Frontier Power USA Parent, LLC, a joint venture among Eos Energy, CCM Frontier and an affiliate of Hudson Bay. CCM Frontier contributed cash and assets, receiving JV units and the JV Warrants as part of that structure.

Do all reporting persons fully own the EOSE securities reported here?
No. The JV Warrants are held directly by CCM Frontier. Related entities may be deemed to indirectly beneficially own these securities but each disclaims beneficial ownership except to the extent of its pecuniary interest, limiting their acknowledged economic stake.

Are the EOSE JV Warrants subject to any special adjustments or issuer rights?
Yes. The JV Warrants are subject to customary anti-dilution adjustments. Eos may also lower the exercise price, extend the duration, and has certain rights to redeem the warrants beginning five years after issuance, in each case under specified conditions in the warrant agreement.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Cerberus GP Manager LLC
(Last)(First)(Middle)
875 THIRD AVENUE
11TH FLOOR
(Street)
NEW YORK NEW YORK 10022
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Eos Energy Enterprises, Inc. [ EOSE ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/04/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Warrant (right to buy)$5.481(3)08/04/2026A(1)(2)20,017,772 (3) (3)Common Stock20,017,772(1)(2)20,017,772ISee Footnotes(4)(5)
1. Name and Address of Reporting Person*
Cerberus GP Manager LLC
(Last)(First)(Middle)
875 THIRD AVENUE
11TH FLOOR
(Street)
NEW YORK NEW YORK 10022
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
CCM Frontier JV Holdco, LLC
(Last)(First)(Middle)
875 THIRD AVENUE
11TH FLOOR
(Street)
NEW YORK NEW YORK 10022
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
CCM Frontier Power USA Holdings GP, LLC
(Last)(First)(Middle)
875 THIRD AVENUE
11TH FLOOR
(Street)
NEW YORK NEW YORK 10022
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
CCM Frontier Power USA Holdings, LP
(Last)(First)(Middle)
875 TTHIRD AVENUE
11TH FLOOR
(Street)
NEW YORK NEW YORK 10022
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. On August 4, 2026, Eos Energy Enterprises Inc. (the "Issuer"), CCM Frontier JV Holdco, LLC ("CCM Frontier"), and HBC MSF Capital Solutions Blocker II LLC, an affiliate of Hudson Bay Capital Management LP ("HBC"), consummated the closing of the funding of Frontier Power USA Parent, LLC (the "JV Company"), a joint venture among the Issuer, CCM Frontier and HBC. Pursuant to a Contribution and Warrants Purchase Agreement (the "Contribution and Warrants Purchase Agreement"), dated as of August 4, 2026, by and between CCM Frontier and the JV Company, CCM Frontier (i) caused the JV Company to receive the benefit of certain contracts, contacts, investment opportunities, subject matter expertise and other going concern value with respect to the Frontier power platform developed by affiliates of CCM Frontier and (ii) contributed cash and certain assets to the JV Company as detailed in the Contribution and Warrants Purchase Agreement.
2. (continued from footnote 1) In exchange therefor and for certain funds previously contributed by CCM Frontier to the JV Company, the JV Company (A) issued to CCM Frontier 50,000,001 Class A-1 Units of the JV Company and 100,000,000 Class A-2 Units of the JV Company and (B) sold and transferred to CCM Frontier warrants (the "JV Warrants") to purchase 20,017,772 shares of Common Stock of the Issuer that were previously contributed to the JV Company by the Issuer. The transfer of the JV Warrants to CCM Frontier was contemplated in the agreement governing the Issuer's contribution of the JV Warrants to the JV Company.
3. The JV Warrants are governed by that certain Warrant Agreement, dated as of August 4, 2026, by and between the Issuer and Continental Stock Transfer & Trust Company, as warrant agent (the "Warrant Agreement"). The JV Warrants are immediately exercisable at an exercise price of $5.481 per share of Common Stock and expire on the tenth anniversary of the date of issuance. The JV Warrants may be exercised for cash or on a cashless basis. The Issuer may lower the exercise price and extend the duration of the JV Warrants under certain conditions described in the Warrant Agreement. The Issuer has certain rights to redeem the JV Warrants beginning five years after the date of issuance of the JV Warrants under certain conditions described in the Warrant Agreement. The JV Warrants are subject to customary anti-dilution adjustments as described in the Warrant Agreement.
4. The securities of the Issuer reported herein are held directly by CCM Frontier. CCM Frontier Power USA Holdings, LP ("CCM Frontier LP") is the sole member of CCM Frontier. CCM Frontier Power USA Holdings GP, LLC ("CCM Frontier GP") is the general partner of CCM Frontier LP. Cerberus GP Manager LLC ("Cerberus GP Manager", and together with CCM Frontier, CCM Frontier LP, and CCM Frontier GP, the "Reporting Persons") is the sole member of CCM Frontier GP. Due to their relationships with CCM Frontier, CCM Frontier LP, CCM Frontier GP, and Cerberus GP Manager may be deemed to indirectly beneficially own the securities of the Issuer held directly by CCM Frontier. The Reporting Persons are affiliates of and may be deemed to be a Section 13(d) group with CCM Denali Equity Holdings, LP, CCM Denali Equity Holdings GP, LLC and Cerberus Capital Management II, L.P., each of which has previously filed Form 3 and Form 4 filings to report beneficial ownership of securities of the Issuer.
5. Each of CCM Frontier LP, CCM Frontier GP and Cerberus GP Manager disclaims beneficial ownership of the securities of the Issuer held directly by CCM Frontier except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of CCM Frontier LP, CCM Frontier GP or Cerberus GP Manager is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
Remarks:
Nicholas P. Robinson and Nathaniel Fick, each an employee of an affiliate of the Reporting Persons, and David Urban are directors of Eos Energy Enterprises, Inc. (the "Issuer"). By virtue of their representation on the board of directors of the Issuer, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the Reporting Persons are deemed directors by deputization of the Issuer.
CERBERUS GP MANAGER LI.C By: /s/ Alexander D. Beniamin/Senior Managing Director08/06/2026
CCM FRONTIER JV HOLDCO, LLC By: /s/ Jake Hansen/President08/06/2026
CCM FRONTIER POWER USA HOLDINGS, LP By: /s/ Jake Hansen/President08/06/2026
CCM FRONTIER POWER USA HOLDINGS GP, LLC By: /s/ Jake Hansen/President08/06/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR