Fluence: AES Reports 41.4M Shares (22.48%)

Rhea-AI Filing Summary

Fluence Energy, Inc. ownership update: AES Grid Stability, LLC and The AES Corporation report beneficial ownership of 41,432,781 shares of Class A common stock, representing 22.48% of the Issuer's common stock calculated on the basis of 141,534,496 shares of Class A common stock and 41,432,781 shares of Class B-1 common stock as of May 12, 2026.

The filing explains these shares consist of Class A shares issuable upon redemption of Fluence Units and paired Class B-1 shares; the Reporting Persons state they act as part of a Stockholder Agreement 'group' that, if combined with other parties, would constitute 117,666,665 shares or 63.9% of Class A common stock calculated pursuant to Rule 13d-3 as of May 12, 2026.

Insights

Corporate Governance Analyst

Ownership concentration notable; governance coordination documented.

The filing states 41,432,781 shares held via Fluence Units and Class B-1 shares, representing 22.48% of common stock on a specified share base as of May 12, 2026. It also confirms a Stockholder Agreement that coordinates voting among several parties.

Key dependencies include the Fluence Units redemption mechanics and the Stockholder Agreement terms; subsequent disclosures or separate filings by affiliated entities may change the aggregated group percentage.

Equity Markets Specialist

Large block could affect voting outcomes; trading impact not stated.

The report quantifies shared voting and dispositive power of 41,432,781 shares and cites an aggregate group holding of 117,666,665 shares (63.9%) under Rule 13d-3 calculations as of May 12, 2026. Voting power for Class B-1 shares is five votes per share per the filing.

Cash‑flow treatment and any planned transfers are not disclosed in the excerpt; subsequent filings by group members may provide transactional detail.

Key Figures

Shared voting power: 41,432,781 shares Reported percent of common stock: 22.48% Class A shares outstanding used: 141,534,496 shares +3 more

6 metrics

Shared voting power 41,432,781 shares Reported shared voting power as of <date>May 12, 2026</date>

Reported percent of common stock 22.48% Calculated pursuant to Rule 13d-3 based on specified share counts as of <date>May 12, 2026</date>

Class A shares outstanding used 141,534,496 shares Class A common stock outstanding per prospectus supplement as of <date>May 12, 2026</date>

Class B-1 shares outstanding used 41,432,781 shares Class B-1 common stock outstanding as of <date>May 12, 2026</date>

Aggregate group holding 117,666,665 shares Aggregate 'group' holding calculated under Rule 13d-3 as of <date>May 12, 2026</date>

Voting multiple for Class B-1 5 votes per share Each Class B-1 share entitles holder to five votes per the filing

Key Terms

Rule 13d-3, Fluence Units, Class B-1 Common Stock, Stockholder Agreement

4 terms

Rule 13d-3 regulatory

"Calculated pursuant to Rule 13d-3 of the Securities Exchange Act of 1934"

Rule 13d-3 defines who is treated as the beneficial owner of a company’s shares for U.S. securities disclosure rules — essentially anyone who has the power to vote or direct how shares are voted, or the power to buy or sell them, even if they don’t hold the certificates. For investors this matters because crossing certain ownership thresholds triggers public filing and disclosure obligations and signals potential control or influence, much like having the keys to a car implies you can drive it even if it’s registered to someone else.

Fluence Units financial

"shares of Class A Common Stock issuable on a one-for-one basis upon redemption of common units of Fluence Energy LLC ("Fluence Units")"

Class B-1 Common Stock corporate

"Shares of Class B-1 Common Stock of the Issuer have no economic rights and each share...five votes per share"

Stockholder Agreement regulatory

"Certain of the Reporting Persons...are parties to a Stockholder Agreement (the "Stockholder Agreement")"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What percentage of FLNC does AES report owning?

AES reports beneficial ownership of 41,432,781 shares, representing 22.48% of the Issuer's common stock based on the specified share counts as of May 12, 2026. The figure reflects Class A shares issuable upon redemption of Fluence Units.

How is the AES holding composed for FLNC?

The holding consists of Class A shares issuable upon redemption of Fluence Units and paired Class B-1 shares. Class B-1 shares carry five votes per share, while the Fluence Units are redeemable on a one-for-one basis per the LLC agreement.

What does the filing say about a group ownership figure?

The filing states that, together with other Stockholder Agreement parties, the group would be deemed to beneficially own 117,666,665 shares, equal to 63.9% of Class A common stock on the Rule 13d-3 basis as of May 12, 2026

Does this Schedule 13G/A state AES has sole voting power?

No. The cover-page data shows 0 shares as sole voting power and 41,432,781 shares as shared voting power, reflecting shared control over voting of those shares as reported in the filing.

Are there transfer or voting coordination arrangements disclosed?

Yes. The filing references a Stockholder Agreement among certain parties that contains provisions relating to transfer and coordination of voting; the filing says the parties are acting as a 'group' under Section 13(d) of the Exchange Act.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/18/2026 - 09:34 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

Fluence Energy, Inc.

(Name of Issuer)

Class A common stock, $0.00001 par value

(Title of Class of Securities)

34379V103

(CUSIP Number)

05/15/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 34379V103

1

Names of Reporting Persons

The AES Corporation

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 41,432,781.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 41,432,781.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

41,432,781.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

22.48 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: (1) Calculated pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended. The common stock held by the Reporting Persons represents 22.48% of the total common stock of the Issuer outstanding, based on 141,534,496 shares of Class A Common Stock and 41,432,781 shares of Class B-1 Common Stock of the Issuer outstanding as of May 12, 2026.

SCHEDULE 13G

CUSIP Number(s): 34379V103

1

Names of Reporting Persons

AES Grid Stability, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 41,432,781.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 41,432,781.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

41,432,781.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

22.48 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: (1) Calculated pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended. The common stock held by the Reporting Persons represents 22.48% of the total common stock of the Issuer outstanding, based on 141,534,496 shares of Class A Common Stock and 41,432,781 shares of Class B-1 Common Stock of the Issuer outstanding as of May 12, 2026.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Fluence Energy, Inc.
(b)	Address of issuer's principal executive offices: 4601 Fairfax Drive, Suite 600, Arlington, Virginia 22203
Item 2.
(a)	Name of person filing: This statement is filed on behalf of AES Grid Stability, LLC and The AES Corporation.
(b)	Address or principal business office or, if none, residence: The business address of each of The AES Corporation and AES Grid Stability, LLC is 4300 Wilson Blvd, 11th Floor, Arlington, Virginia, 22201.
(c)	Citizenship: The AES Corporation and AES Grid Stability, LLC are organized under the laws of the State of Delaware.
(d)	Title of class of securities: Class A common stock, $0.00001 par value
(e)	CUSIP No.: 34379V103
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information contained in rows 5, 6, 7, 8, 9, 10, and 11 on each of the cover pages of this Schedule 13G is incorporated by reference in its entirety into this Item 4. The Reporting Persons may be deemed to beneficially own an aggregate of 41,432,781 shares of the Issuer's Class A Common Stock, consisting of shares of Class A Common Stock issuable on a one-for-one basis upon redemption of common units of Fluence Energy LLC ("Fluence Units") and an equal number of shares of Class B-1 common stock, par value $.00001 per share of the Issuer (the "Class B-1 Common Stock"). Such common stock represents 22.48% of the total common stock of the Issuer outstanding, based on 141,534,496 shares of Class A Common Stock and 41,432,781 shares of Class B-1 Common Stock of the Issuer outstanding as of May 12, 2026, as reflected in the Issuer's Prospectus Supplement, which was filed with the Securities and Exchange Commission on May 12, 2026. The common stock held by the Reporting Persons represents approximately 22.48% of the issued and outstanding shares of the Issuer's Class A Common Stock calculated pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended ("Rule 13d-3") based on 141,534,496 shares of Class A Common Stock of the Issuer outstanding as of May 12, 2026, as reflected in the Issuer's Prospectus Supplement, which was filed with the Securities and Exchange Commission on May 13, 2026, in addition to the 41,432,781 shares of Class A Common Stock that may be received by AES Grid Stability, LLC upon redemption of its Fluence Units and shares of Class B-1 Common Stock of the Issuer that it holds. The Fluence Units represent limited liability company units of Fluence Energy LLC and an equal number of paired shares of Class B-1 Common Stock, which, pursuant to the limited liability company agreement of Fluence Energy LLC, are together redeemable by the holder on a one-for-one basis, at the option of the Issuer into (i) one share of Class A Common Stock, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions, (ii) one share of Class B-2 Common Stock or (iii) an equivalent amount of cash. Upon redemption, Fluence Energy LLC will cancel and retire for no consideration the redeemed shares of Class B-1 Common Stock. Shares of Class B-1 Common Stock of the Issuer have no economic rights and each share of Class B-1 Common Stock entitles its holder to five votes per share. AES Grid Stability, LLC is the record holder of the Fluence Units. The AES Corporation is the indirect parent of AES Grid Stability, LLC and may be deemed to share beneficial ownership of the shares held of record by AES Grid Stability, LLC. Certain of the Reporting Persons, Siemens Industry, Inc., Siemens AG, Siemens Pension-Trust e.V. and Qatar Holding LLC (collectively, the "Stockholders") are parties to a Stockholder Agreement (the "Stockholder Agreement"), which contains, among other things, certain provisions relating to transfer of, and coordination of the voting of, securities of the Issuer by the parties thereto. By virtue of the Stockholder Agreement and the obligations and rights thereunder, certain of the Reporting Persons acknowledge and agree that they are acting as a "group" with the other Stockholders within the meaning of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Based in part on information provided by or on behalf of such other Stockholders, as of May 12, 2026, such a "group" would be deemed to beneficially own an aggregate of 117,666,665 shares of Class A Common Stock (assuming the conversion of all shares of Class B common stock), or 63.9% of the Class A Common Stock of the Issuer, calculated pursuant to Rule 13d-3. The Reporting Persons expressly disclaim beneficial ownership over any shares of Class A Common Stock that they may be deemed to beneficially own solely by reason of the Stockholder Agreement. Certain entities affiliated with the other Stockholders are separately making Schedule 13G filings reporting their beneficial ownership of shares of Class A Common Stock.
(b)	Percent of class: See responses to Item 11 on each cover page and Item 4(a) above.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See responses to Item 5 on each cover page and Item 4(a) above.
	(ii) Shared power to vote or to direct the vote: See responses to Item 6 on each cover page and Item 4(a) above.
	(iii) Sole power to dispose or to direct the disposition of: See responses to Item 7 on each cover page and Item 4(a) above.
	(iv) Shared power to dispose or to direct the disposition of: See responses to Item 8 on each cover page and Item 4(a) above.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group. See Item 4(a) above.
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	Not Applicable

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

The AES Corporation

Signature:	/s/ Jennifer Gillcrist
Name/Title:	Jennifer Gillcrist/Assistant Secretary
Date:	05/18/2026

AES Grid Stability, LLC

Signature:	/s/ Pablo Fekete
Name/Title:	Pablo Fekete/Secretary
Date:	05/18/2026

Exhibit Information

1. Joint Filing Agreement.