ESS Tech, Inc. filings document the public-company records of an energy storage manufacturer focused on long-duration iron flow systems. Recent disclosures include Form 8-K reports for operating results and financial condition, material agreements, capital-structure matters, and securities identified as common stock and warrants.
The company's proxy materials cover annual meeting matters, board composition, executive compensation and corporate-governance practices. Other filings record leadership changes, shareholder voting matters, liquidity and financing disclosures, and formal updates tied to commercialization of ESS energy storage products.
ESS Tech, Inc. CEO and director Buckley Drew P filed an initial ownership report showing a stock option covering 50,000 shares of common stock with a $2 exercise price. This option is held directly.
According to the vesting terms, 40% of the option vested on October 9, 2025. The remaining shares vest in three equal monthly installments beginning on November 30, 2025. No other non-derivative or derivative holdings are listed.
ESS Tech, Inc. provided preliminary, unaudited 2025 results and governance changes. Cash, cash equivalents and short-term investments as of December 31, 2025 are expected to be about $22.0 million, roughly $18.5 million higher than September 30, 2025, helped by debt repayment and equity issuance.
Revenue for 2025 is expected to be about $1.6 million, down $4.7 million from 2024 as the company winds down legacy contracts while shifting to its Energy Base offering. Loss from operations is expected to be about $55.0 million, an improvement of $34.8 million versus 2024, reflecting tighter cost control. Net interest is expected to be an expense of about $5.5 million, compared with $3.6 million of net interest income in 2024, due mainly to a promissory note.
By January 28, 2026, ESS Tech had repaid about $24.4 million of the $30 million promissory note, with about $5.6 million outstanding and another $10 million tranche available until February 28, 2026. It also issued 3,799,160 shares via an at-the-market program for roughly $8.6 million in gross proceeds and has paused further ATM sales. The board expanded from seven to eight members and elected CEO Drew Buckley as a Class I director, with a term running to the 2028 annual meeting, without additional director compensation. All figures are preliminary and subject to audit.
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.
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.
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.
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.
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.
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.
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.
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.”