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Fluence adds Siemens exec Stephan May to board

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Fluence Energy, Inc. (FLNC) reported two corporate updates. The board of directors appointed Stephan May, Chief Executive Officer of Electrification and Automation at Siemens Smart Infrastructure, as a director effective August 27, 2026, with a term expiring at the 2027 annual stockholders meeting, filling the vacancy from Ruth Gratzke’s prior resignation. His appointment was made under Siemens Industry’s right in the Stockholders Agreement to designate up to three directors while Siemens-related parties beneficially own at least 20% of the Class A common stock, and he will serve on the Compensation and Human Resources Committee. Fluence also changed its principal executive offices effective September 1, 2026, moving to 2107 Wilson Boulevard, Suite 900, Arlington, Virginia 22201, with no change to its telephone number.

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Director designation threshold 20% of all issued and outstanding shares of Class A common stock Ownership level at which Siemens Related Parties may designate up to three directors
Maximum Siemens director designees 3 directors Number of directors Siemens Industry and its Permitted Transferees may designate under the Stockholders Agreement
Effective date of director appointment August 27, 2026 Date Stephan May was appointed to the Fluence Energy board
Effective date of office move September 1, 2026 Date Fluence Energy’s principal executive offices moved to 2107 Wilson Boulevard, Suite 900
Stockholders Agreement regulatory
"subject to the terms of the Company’s Stockholders Agreement, dated as of October 27, 2021"
beneficially own financial
"so long as the Siemens Related Parties beneficially own in the aggregate 20% or more"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
indemnification agreement regulatory
"Mr. May entered into the Company’s standard indemnification agreement for directors and officers"
An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.
master consortium agreements technical
"have entered, and may in the future enter, into master consortium agreements"

FAQ

What board change did Fluence Energy (FLNC) announce on August 27, 2026?

Fluence Energy appointed Stephan May as a director effective August 27, 2026. His term runs until the 2027 annual meeting and until a successor is elected and qualified. He will also serve on the Board’s Compensation and Human Resources Committee.

Who designated Stephan May to the Fluence Energy (FLNC) board?

Stephan May was designated as a nominee to the Fluence Energy board by Siemens Industry, Inc. and its Permitted Transferees under their Stockholders Agreement right to nominate up to three directors while Siemens-related parties hold at least 20% of the Class A common stock.

Whose board seat is Stephan May filling at Fluence Energy (FLNC)?

Stephan May’s appointment fills the vacancy created by the prior resignation of Ruth Gratzke from the Fluence Energy board, when she ceased serving as a director designee of Siemens Industry and its Permitted Transferees.

What is the relationship between Fluence Energy (FLNC) and Siemens entities?

Fluence Energy’s principal stockholders include Siemens AG, SPT Holding Sarl, and Siemens Pension-Trust e.V.. Siemens entities may be deemed to share beneficial ownership of certain Class A shares and have a framework of agreements with Fluence, including the Stockholders Agreement.

Did Fluence Energy (FLNC) change its headquarters address in 2026?

Yes. Effective September 1, 2026, Fluence Energy moved its principal executive offices to 2107 Wilson Boulevard, Suite 900, Arlington, Virginia 22201 from 4601 Fairfax Drive, Suite 600, Arlington, Virginia 22203, with no change to its telephone number.

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0001868941FALSE00018689412026-08-272026-08-270001868941dei:FormerAddressMember2026-08-272026-08-27


 
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): August 27, 2026
 
FLUENCE ENERGY, INC.
(Exact name of registrant as specified in its charter)
 
Delaware001-4097887-1304612
(State or other jurisdiction of incorporation)(Commission File Number)(I.R.S. Employer Identification No.)
 
2107 Wilson Boulevard, Suite 900
Arlington, Virginia 22201
(Address of principal executive offices) (Zip Code)
 
(833) 358-3623
(Registrant’s telephone number, including area code)
 
4601 Fairfax Drive, Suite 600
Arlington, Virginia 22203
(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:
 
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
oPre-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 classTrading Symbol(s)Name of each exchange on which registered
Class A Common Stock, $0.00001 par value per shareFLNCThe Nasdaq Global Select Market
 
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. ☐


Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 27, 2026, the board of directors (the "Board") of Fluence Energy, Inc. (the "Company") appointed Mr. Stephan May as a director, effective immediately, for a term expiring at the Company’s annual meeting of stockholders to be held in 2027 and until his respective successor is duly elected and qualified or his earlier death, disqualification, resignation or removal, subject to the terms of the Company’s Stockholders Agreement, dated as of October 27, 2021, by and among the Company, Fluence Energy, LLC, Siemens Industry, Inc. ("Siemens Industry"), AES Grid Stability, LLC, and Qatar Holding LLC (as amended and modified from time to time, the "Stockholders Agreement"). The Board also appointed Mr. May to serve as a member of the Board’s Compensation and Human Resources Committee.
Mr. May, Chief Executive Officer of Electrification and Automation at Siemens Smart Infrastructure, was designated as a nominee to the Board by Siemens Industry and its Permitted Transferees (as defined under the Stockholders Agreement) pursuant to their collective right under the Stockholders Agreement to designate for nomination to the Board up to three directors so long as the Siemens Related Parties (as defined in the Stockholders Agreement) beneficially own in the aggregate 20% or more of all issued and outstanding shares of the Company's Class A common stock (including the Underlying Class A Shares (as defined in the Stockholders Agreement)).
Mr. May's appointment to the Board fills the vacancy created by Ms. Ruth Gratzke's prior resignation from the Board, at which time Ms. Gratzke had ceased to serve as a director designee of Siemens Industry and its Permitted Transferees, pursuant to Siemens Industry and its Permitted Transferees' director designation right under the Stockholders Agreement.
As previously disclosed in filings with the Securities and Exchange Commission ("SEC"), Siemens Industry is an indirect subsidiary of Siemens AG. Currently, the Company's principal stockholders include Siemens AG, SPT Holding Sarl ("SPT Holding"), and Siemens Pension-Trust e.V. ("Siemens e.V."). SPT Holding is a wholly owned subsidiary of Siemens e.V. and as such, Siemens e.V. may be deemed to share beneficial ownership of the shares of the Company's Class A common stock beneficially owned by SPT Holding. Siemens AG is an affiliate of Siemens e.V. and as such, may be deemed to share beneficial ownership of the Company's Class A common stock beneficially owned by Siemens e.V. Siemens AG, SPT Holding, and Siemens e.V. have joined as a party to a number of agreements entered into by and among the Company, Siemens Industry, and its other principal stockholders and their respective affiliates which provide a framework for the Company’s relationship with these stockholders, including the Stockholders Agreement. In the ordinary course of the Company's business, Siemens AG and its affiliates have purchased, and the Company expects that Siemens AG and its affiliates may in the future purchase, the Company's products and services for energy storage projects. In addition, Siemens AG and its affiliates supply the Company with goods and services, and the Company expects that they will continue to provide the Company with goods and services in the future, that are used when delivering and maintaining energy storage projects for the Company's customers and occasionally used for research and development efforts. Siemens AG and its affiliates have also provided, and may in the future provide, consulting services to the Company. At times, Siemens AG and its affiliates and the Company have entered, and may in the future enter, into master consortium agreements to deliver battery-based energy storage products and related service contracts to external customers as well as other types of collaboration agreements. For additional information regarding the Company’s transactions and arrangements with Siemens AG and its affiliates, see the section titled “Certain Relationships and Related Person Transactions” in the Company’s definitive proxy statement for its 2026 annual meeting of stockholders, filed with the SEC on January 26, 2026.



In connection with his appointment to the Board, Mr. May entered into the Company’s standard indemnification agreement for directors and officers in the form filed as Exhibit 10.13 to the Company’s Registration Statement on Form S-1/A (File No. 333- 259839), filed with the SEC on October 19, 2021.
Item 8.01. Other Events.
Effective September 1, 2026, the Company moved its principal executive offices to 2107 Wilson Boulevard, Suite 900, Arlington, Virginia 22201 from 4601 Fairfax Drive, Suite 600, Arlington, Virginia 22203. There is no change to the Company’s telephone number. Future correspondence and communications to the Company from shareholders and others should be directed to this address.



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.
 
FLUENCE ENERGY, INC.
Date: September 1, 2026By:/s/ Ahmed Pasha
Ahmed Pasha
Senior Vice President and Chief Financial Officer
 
 

Filing Exhibits & Attachments

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