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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):
July 1, 2026
Solid
Power, Inc.
(Exact Name of Registrant as Specified in Charter)
| Delaware |
|
001-40284 |
|
86-1888095 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(I.R.S. Employer
Identification Number) |
|
486
S. Pierce Avenue, Suite E
Louisville, Colorado |
|
80027 |
| (Address of principal executive offices) |
|
(Zip code) |
(303) 219-0720
(Registrant’s telephone number, including
area code)
Not Applicable
(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:
| ¨ | Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-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 class |
|
Trading
Symbol(s) |
|
Name of each exchange
on which registered |
| Common stock, par value $0.0001 per share |
|
SLDP |
|
The Nasdaq Stock Market LLC |
| Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50 |
|
SLDPW |
|
The Nasdaq Stock Market LLC |
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) or Rule 12b-2 of the Securities Exchange Act
of 1934 (§ 240.12b-2).
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 July 1, 2026, the Board of Directors (the “Board”)
of Solid Power, Inc. (the “Company”) appointed Uwe Breitweg to serve as a Class III director. Mr. Breitweg was nominated by
BMW Holding B.V. (“BMW Holding”) pursuant to BMW Holding’s director nomination rights under that certain Board Nomination
and Support Agreement, dated as of May 5, 2021, by and among the Company, BMW Holding and the stockholders party thereto, to succeed Rainer
Feurer as BMW Holding’s nominee on the Board following Dr. Feurer’s previously reported retirement from the Board. Mr. Breitweg
will serve until the Company’s 2027 annual meeting of stockholders and until his successor has been duly elected and qualified.
Information regarding certain relationships and
related party transactions involving Bayerische Motoren Werke AG (“BMW AG”) and certain of its affiliates, including BMW of
North America, LLC and BMW Holding, is set forth under the caption “Certain Relationships and Related Party Transactions—Transactions
with BMW” in the Company’s definitive proxy statement for its 2026 annual meeting of stockholders, filed with the Securities
and Exchange Commission (the “SEC”) on April 9, 2026, and is incorporated herein by reference.
In light of the commercial relationship between
the Company and BMW AG and BMW Holding, the Board has determined that Mr. Breitweg is not independent under the applicable rules of The
Nasdaq Stock Market LLC. Accordingly, Mr. Breitweg is not expected to be appointed to serve on any committees of the Board. Mr. Breitweg
has also agreed to waive all compensation payable by the Company in connection with his service on the Board. The Company and Mr. Breitweg
entered into the Company’s standard indemnification agreement, the form of which has previously been filed with the SEC.
| Item 7.01 | Regulation FD Disclosure. |
On July 1, 2026, the Company issued a press release
announcing Mr. Breitweg’s appointment to the Board. The full text of the press release is furnished as Exhibit 99.1 to this Current
Report on Form 8-K. Internet addresses in the press release are for informational purposes only and are not intended to be hyperlinks
to other information of the Company. Such exhibit and the information set forth therein will not be deemed to be filed for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities
of that section, nor will it be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or
the Exchange Act.
| Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit
No. |
|
Description |
| 99.1 |
|
Press release, dated July 1, 2026 |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
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.
Dated: July 1, 2026
| |
SOLID POWER, INC. |
| |
|
|
| |
By: |
/s/ Linda Heller |
| |
|
Name: Linda Heller |
| |
|
Title: Chief Financial Officer, Treasurer, and Secretary |
Exhibit 99.1
Solid Power Appoints Uwe Breitweg to Board of Directors, Adding
Deep Automotive and Battery Strategy Expertise
7/1/2026
| · | Mr. Breitweg brings more than two decades of automotive leadership, with deep expertise in battery strategy, powertrain development,
and vehicle engineering |
| · | Appointment made pursuant to BMW Holding B.V.'s director nomination rights |
LOUISVILLE, Colo.--(BUSINESS WIRE)-- Solid Power, Inc. (Nasdaq:
SLDP), a leading U.S.-based developer of solid-state battery technology, today announced the appointment of Uwe Breitweg, Vice President
Powertrain, Emission and Battery Strategy of the BMW Group, to its board of directors, effective July 1, 2026. His appointment underscores BMW continuing to work very closely together with Solid Power as a strategic development partner in this future key technology.
"Mr. Breitweg brings to Solid Power an exceptional combination
of technical depth and strategic leadership across battery and vehicle engineering at one of the world's premier automotive companies,"
said John Van Scoter, President and CEO of Solid Power. "His perspective will be invaluable as we continue to advance our solid-state
technology and execute our strategy with automotive and cell manufacturing partners around the world. On behalf of the entire board, I
welcome him to the team. I would also like to thank Dr. Feurer for his dedicated service and many contributions to Solid Power during
his tenure on the board."
Mr. Breitweg has more than two decades of leadership experience in
the global automotive industry, with deep expertise in battery strategy, powertrain development, and vehicle engineering. He currently
serves as Vice President Powertrain, Emission and Battery Strategy for the BMW Group, a role he has held since 2021. Previously, he served
as Vice President Powertrain Systems Industrial Customers from 2016 to 2021 at the BMW Group.
About Solid Power, Inc.
Solid Power is developing solid-state battery technology to enable
the next generation of batteries for the fast-growing EV and other markets. Solid Power’s core technology is its electrolyte material,
which Solid Power believes can enable extended driving range, longer battery life, improved safety, and lower cost compared to traditional
lithium-ion. Solid Power’s business model – selling its electrolyte to cell manufacturers and licensing its cell designs
and manufacturing processes – distinguishes the company from many of its competitors who plan to be commercial battery manufacturers.
Ultimately, Solid Power endeavors to be a leading producer and distributor of sulfide-based solid electrolyte material for powering both
EVs and other applications. For more information, visit http://www.solidpowerbattery.com/.
Forward-Looking Statements
All statements other than statements of present or historical fact
contained herein are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended, including Solid Power’s or its management team’s expectations,
objectives, beliefs, intentions or strategies regarding the future. When used herein, the words “could,” “should,”
“will,” “may,” “believe,” “anticipate,” “intend,” “estimate,”
“expect,” “project,” “plan,” “outlook,” “seek,” the negative of such terms
and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain
such identifying words. These statements may include, but are not limited to, statements regarding Solid Power’s technology, strategy,
business model, market opportunity, operations, future prospects, and plans and objectives of management. These forward-looking statements
are based on management’s current expectations and assumptions about future events and are based on currently available information
as to the outcome and timing of future events. Except as otherwise required by applicable law, Solid Power disclaims any duty to update
any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances
after the date hereof. Readers are cautioned not to put undue reliance on forward-looking statements and Solid Power cautions you that
these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which
are beyond the control of Solid Power, including the following factors: (i) risks relating to the uncertainty of the success of our research
and development efforts, including our ability to achieve the technological objectives or results that our partners require and our ability
to commercialize our technology in advance of competing technologies and our competitors; (ii) risks relating to our status as a research
and development stage company with a history of financial losses with an expectation of incurring significant expenses and continuing
losses for the foreseeable future, including execution of our business plan and the timing of expected business milestones; (iii) risks
relating to the non-exclusive nature of our partnerships, our ability to secure new business relationships, and our ability to manage
these relationships; (iv) our ability to negotiate and execute commercial agreements with our partners and customers on commercially reasonable
terms; (v) broad market adoption of EVs and other technologies where we are able to deploy our technology, if developed successfully;
(vi) our success attracting and retaining our executive officers, key employees, and other qualified personnel; (vii) our ability to protect
and maintain our owned and exclusively-licensed intellectual property, including in jurisdictions outside of the United States; (viii)
our ability to secure government contracts and grants, changes in government priorities with respect to our government contracts and grants
or government funding reductions or delays, and the availability of government subsidies and economic incentives; (ix) delays in the construction
and operation of facilities that meet our short-term research and development and long-term electrolyte production requirements; (x) changes
in applicable laws or regulations, including tariffs; (xi) risks relating to, and potential liabilities resulting from, our information
technology infrastructure and data security incidents, threats, breaches, or attacks; and (xii) risks relating to other economic, business,
or competitive factors in the United States and other jurisdictions, including supply chain interruptions and changes in market conditions,
and our ability to manage these risks and uncertainties. Additional information concerning these and other factors that may impact the
operations and projections discussed herein can be found in the “Risk Factors” sections of Solid Power’s Annual Report
on Form 10-K for the year ended December 31, 2025, Solid Power’s Quarterly Report on Form 10-Q for the quarter ended March 31 2026,
and other documents filed by Solid Power from time to time with the Securities and Exchange Commission (the “SEC”), all of
which are available on the SEC’s website at www.sec.gov. These filings identify and address other important risks and uncertainties
that could cause actual events and results to differ materially from those contained in the forward-looking statements. Solid Power gives
no assurance that it will achieve its expectations.
investors@solidpowerbattery.com
press@solidpowerbattery.com
Source: Solid Power, Inc.
