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Ess Tech Inc SEC Filings

GWH NYSE

Welcome to our dedicated page for Ess Tech SEC filings (Ticker: GWH), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

The ESS Tech, Inc. (NYSE: GWH) SEC filings page on Stock Titan provides access to the company’s regulatory disclosures, including Forms 10-K, 10-Q and 8-K, as well as proxy statements and material agreements. These documents offer detailed insight into ESS’s long-duration iron flow energy storage business, its capital structure, governance and risk profile.

In its periodic reports, ESS describes its role as a manufacturer of long-duration energy storage systems for commercial and utility-scale applications, based on iron flow battery technology that uses iron, salt and water. Quarterly and annual reports discuss topics such as revenue, operating expenses, cash flows, financing arrangements and factors that could affect the business. Investors can review these filings to understand how ESS is funding its strategic shift to the Energy Base platform and managing its balance sheet.

ESS frequently files Current Reports on Form 8-K to disclose material events. Recent 8-K filings have covered leadership changes, including the appointment of a new Chief Executive Officer, Chief Strategy Officer and General Counsel, Chief Financial Officer and Chief Operating Officer. Other 8-Ks describe financing transactions such as an unsecured promissory note of up to $40 million with an investment fund managed by Yorkville Advisors Global, amendments to that note, and the launch of a $75 million at-the-market equity offering program under a Sales Agreement with several agents.

The company’s definitive proxy statement (DEF 14A) provides information on board composition, corporate governance, executive compensation and stockholder voting matters, including approval of share issuances related to its standby equity purchase agreement and certain warrants. These materials help investors evaluate ESS’s governance structure and shareholder approvals for key capital measures.

On Stock Titan, ESS filings are supplemented with AI-powered summaries that explain the main points of long and technical documents, highlight significant changes, and point out items such as financing obligations, equity programs and governance decisions. Users can monitor new filings as they are posted to understand how ESS’s long-duration energy storage strategy, leadership and capital plans are reflected in its official SEC disclosures.

Rhea-AI Summary

ESS Tech, Inc. is reshaping its leadership team. The company appointed Drew Buckley, previously Head of Capital Markets Strategy, as Chief Executive Officer effective January 1, 2026. His employment terms include a $425,000 annual base salary, a $50,000 cash signing bonus, eligibility for an annual cash bonus targeted at up to 90% of base salary, and a stock option to purchase 550,000 shares of common stock that vest over time. He is also entitled to severance and equity-vesting benefits if his employment ends in certain circumstances, with enhanced benefits around a change in control.

Kelly F. Goodman, formerly Interim CEO, became Chief Strategy Officer and General Counsel, with base salary set at $360,000 and high bonus eligibility for 2025 and 2026. Kate Suhadolnik, formerly Interim Chief Financial Officer, was confirmed as permanent CFO, with a $360,000 base salary and a 2026 bonus target of up to 75% of base salary. The company states there are no related-party arrangements tied to these appointments.

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Rhea-AI Summary

ESS Tech, Inc. is registering up to 1,181,416 shares of common stock for resale by existing holders. These shares are issuable from warrants granted in two financings: 129,312 Bridge Financing Warrant Shares with a $3.48 exercise price and 1,052,104 Promissory Note Warrant Shares with a $9.98 exercise price. ESS is not selling shares itself and will not receive proceeds from stockholder resales, but could receive up to about $11.0 million in cash if all warrants are exercised, which it plans to use for working capital and general corporate purposes. Shares outstanding were 19,617,070 as of October 31, 2025, or 20,927,798 assuming full warrant exercise.

ESS develops long-duration iron flow batteries using earth-abundant materials for grid and commercial energy storage. The company highlights significant risks, including substantial doubt about its ability to continue as a going concern, with $3.5 million in cash and cash equivalents as of September 30, 2025, and a prior NYSE notice that its market capitalization and stockholders’ equity fell below listing standards, raising potential delisting consequences.

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Rhea-AI Summary

ESS Tech, Inc. is launching an at-the-market offering of up to $75,000,000 of common stock through Yorkville Securities, BMO, Canaccord, Needham and Stifel as sales agents or principals. Shares may be sold from time to time on the NYSE, where ESS trades under the symbol GWH, with the agents earning a 3.0% commission on gross proceeds.

ESS intends to use the vast majority of net proceeds to make installment payments under a Promissory Note of up to $40 million held by YA II PN, LTD., with at least 80% of proceeds directed to this note until it is repaid; remaining funds will go to working capital and general corporate purposes. Because Yorkville Securities is affiliated with YA II, the deal is a FINRA Rule 5121 “conflict of interest” offering, with Canaccord acting as qualified independent underwriter.

ESS highlights substantial dilution risk, using an example at an assumed $4.13 sale price, and discloses a going concern warning, noting $3.5 million in cash and cash equivalents as of September 30, 2025 and recurring losses.

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ESS Tech, Inc. entered into a second amendment to its existing promissory note with YA II PN, LTD., an investment fund managed by Yorkville Advisors Global. The amendment moves the date for the second tranche payment of $10 million (less the applicable discount) from December 12, 2025 to February 28, 2026, giving more time before this financing becomes available. It also tightens a key condition: for the second tranche to be funded, the principal amount outstanding under Tranche One must now be equal to or less than $7,000,000, reduced from the prior $20,000,000 threshold. This change links access to the additional capital more closely to how much of the first tranche has been repaid or converted.

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ESS Tech, Inc. (GWH) reported an insider equity transaction by its Interim CFO on 11/20/2025. The filing shows that 1,299 shares of common stock were withheld by the company when restricted stock units (RSUs) vested in order to cover tax withholding obligations at a price of $2.4 per share. After this withholding, the reporting person beneficially owned 27,655 shares of ESS Tech common stock, including RSUs, each representing a contingent right to receive one share upon vesting.

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ESS Tech, Inc. (GWH) interim CEO reports Form 4 activity involving restricted stock units (RSUs). On 11/20/2025, 4,513 shares of common stock were withheld by the company upon RSU vesting to cover tax withholding obligations, using a transaction code "F" at a price of $2.40 per share. After this tax-related withholding, the reporting person directly beneficially owns 80,622 shares, a portion of which are RSUs, with each RSU representing a contingent right to receive one share of ESS Tech common stock.

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Filing
Rhea-AI Summary

ESS Tech, Inc. (GWH) furnished an update on its operations by announcing that it issued a press release with financial results for the quarter ended September 30, 2025. The press release, dated November 13, 2025, was furnished as Exhibit 99.1 under Item 2.02 — Results of Operations and Financial Condition.

The company stated the furnished information is not deemed “filed” under Section 18 of the Exchange Act. The report was signed by Interim Chief Financial Officer Kate Suhadolnik.

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ESS Tech, Inc. filed a mixed S-3 registration covering up to $300,000,000 of securities, a $75,000,000 at‑the‑market common stock program, and the resale of up to 1,181,416 shares issuable upon exercise of previously issued warrants. The company may offer securities from time to time after effectiveness.

The ATM may be sold through Yorkville Securities, BMO Capital Markets, Canaccord Genuity, Needham & Company, and Stifel as agents, with a 3.0% commission on gross proceeds. ESS plans to use any primary offering proceeds for working capital and general corporate purposes. Common stock trades on the NYSE under “GWH,” and public warrants under “GWH.W.”

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ESS Tech (GWH) launched an at-the-market program, entering a Sales Agreement that permits sales of up to $75 million of common stock through Yorkville Securities, BMO Capital Markets, Canaccord Genuity, Needham & Company, and Stifel as agents or principals.

The company will pay a 3.0% commission on gross proceeds. A filed prospectus supplement under its effective Form S-3 covers the shares. Net proceeds are earmarked primarily for its October 14, 2025 Promissory Note with YA II PN, LTD: proceeds first cover any installments due within thirty days, then 80% of remaining proceeds go to scheduled installments until the note is fully repaid. The remaining 20% while the note is outstanding, and all proceeds after repayment, are for working capital and general corporate purposes. Canaccord Genuity acts as the qualified independent underwriter under FINRA Rule 5121.

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Rhea-AI Summary

ESS Tech, Inc. (GWH) launched an at‑the‑market offering of up to $75,000,000 of common stock under a Sales Agreement with Yorkville Securities, BMO Capital Markets, Canaccord Genuity, Needham & Company, and Stifel. Sales may be made from time to time as defined in Rule 415(a)(4). The Agents will receive a 3.0% commission on gross proceeds. Our common stock last traded at $4.40 on November 12, 2025.

Net proceeds will be applied pursuant to a Promissory Note with YA II PN, LTD: proceeds first satisfy any installments due within thirty days; thereafter, 80% of remaining proceeds go to installment payments in order of maturity until the note is repaid, with the balance and all post‑repayment proceeds for working capital and general corporate purposes. Because Yorkville Securities is an affiliate of YA II, this constitutes a FINRA Rule 5121 conflict of interest; Canaccord serves as qualified independent underwriter. ESS highlights dilution risk and notes the auditor’s going concern explanatory paragraph. Shares outstanding were 15,390,884 as of September 30, 2025.

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FAQ

What is the current stock price of Ess Tech (GWH)?

The current stock price of Ess Tech (GWH) is $1.78 as of January 23, 2026.

What is the market cap of Ess Tech (GWH)?

The market cap of Ess Tech (GWH) is approximately 37.5M.
Ess Tech Inc

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