BMW Group (NASDAQ: SLDP partner) cuts Solid Power stake below 5% but keeps board rights

Rhea-AI Filing Summary

BMW Group affiliates updated their ownership report on Solid Power, Inc. The filing shows BMW Holding B.V., BMW INTEC Beteiligungs GmbH and Bayerische Motoren Werke AG beneficially own 10,488,518 shares of Solid Power common stock, representing 4.7% of the class, with shared voting and dispositive power.

The reporting persons ceased to beneficially own more than 5% of Solid Power’s common stock on or about January 29, 2026. The amendment also notes that Rainer Feurer, an executive within BMW Group, notified Solid Power of his intention to retire from the Board of Directors effective June 30, 2026, and that his decision was not due to any disagreement with the company. BMW Holding continues to retain its director nomination rights.

Insights

Equity ownership and governance analyst

BMW’s stake in Solid Power drops below 5% while board representation continues.

The amendment shows BMW-related entities now report 10,488,518 Solid Power shares, or 4.7% of the common stock, with shared voting and dispositive power. Falling below 5% changes their status from a classic large shareholder threshold but still leaves a meaningful position.

The filing also records the planned retirement of BMW executive Rainer Feurer from Solid Power’s board effective June 30, 2026, explicitly stating it is not due to disagreements. BMW Holding retains director nomination rights, indicating ongoing strategic involvement despite a slightly smaller reported stake.

Key Figures

Beneficial ownership: 10,488,518 shares Ownership percentage: 4.7% Voting power (shared): 10,488,518 shares +3 more

6 metrics

Beneficial ownership 10,488,518 shares Solid Power common stock beneficially owned by reporting persons

Ownership percentage 4.7% Percent of Solid Power common stock class represented by 10,488,518 shares

Voting power (shared) 10,488,518 shares Shared voting power reported by each BMW reporting person

Dispositive power (shared) 10,488,518 shares Shared dispositive power over Solid Power shares

Threshold change date January 29, 2026 Date on or about which holdings fell below 5% of the class

Board retirement effective date June 30, 2026 Effective date of Rainer Feurer’s retirement from Solid Power board

Key Terms

beneficially owned, Schedule 13D, Current Report on Form 8-K, Board Nomination and Support Agreement, +1 more

5 terms

beneficially owned financial

"the Reporting Persons ceased to beneficially own more than 5% of the Common Stock"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

Schedule 13D regulatory

"If the filing person has previously filed a statement on Schedule 13G to report the acquisition"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

Current Report on Form 8-K regulatory

"As announced in the Company's Current Report on Form 8-K"

A current report on Form 8-K is a document that publicly traded companies file to promptly share important news or events that could affect their financial position or stock price, such as major business changes or legal issues. It helps investors stay informed about timely developments, allowing them to make better decisions about buying or selling shares.

Board Nomination and Support Agreement financial

"Board Nomination and Support Agreement dated as of May 5, 2021"

director nomination rights regulatory

"BMW Holding continues to retain its director nomination rights"

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Solid Power, Inc.

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

83422N105

(CUSIP Number)

Glenn Ramcharan
Financial Director, BMW Holding B.V., Einsteinlaan 5
Rijswijk, P7, 2289 CC
31-70-4133-294

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

04/20/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 83422N105

1

Name of reporting person

BMW Holding B.V.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

NETHERLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 10,488,518.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,488,518.00

11

Aggregate amount beneficially owned by each reporting person

10,488,518.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.7 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP Number(s): 83422N105

1

Name of reporting person

BMW INTEC Beteiligungs GmbH

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

GERMANY

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 10,488,518.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,488,518.00

11

Aggregate amount beneficially owned by each reporting person

10,488,518.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.7 %

14

Type of Reporting Person (See Instructions)

HC, OO

SCHEDULE 13D

CUSIP Number(s): 83422N105

1

Name of reporting person

Bayerische Motoren Werke AG

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

GERMANY

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 10,488,518.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,488,518.00

11

Aggregate amount beneficially owned by each reporting person

10,488,518.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.7 %

14

Type of Reporting Person (See Instructions)

CO, HC

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.0001 per share
(b)	Name of Issuer: Solid Power, Inc.
(c)	Address of Issuer's Principal Executive Offices: 486 S. PIERCE AVE., SUITE E,, LOUISVILLE, COLORADO , 80027.
Item 4.	Purpose of Transaction
	Item 4 is hereby amended and supplemented as follows (capitalized terms have the meanings ascribed to them in the Schedule 13D filed by the Reporting Persons on December 20, 2021): As announced in the Company's Current Report on Form 8-K, as filed with the Securities and Exchange Commission on April 24, 2026, on April 20, 2026 Rainer Feurer, an executive within BMW Group, provided notice to the Company of his intention to retire from the Board of Directors effective June 30, 2026. Dr. Feurer's decision to retire and step down from the Board of Directors was not the result of any disagreement on matters relating to the Company's operations, policies or practices. BMW Holding continues to retain its director nomination rights.
Item 5.	Interest in Securities of the Issuer
(c)	Based on information in the Company's Current Report on Form 8-K, as filed with the Securities and Exchange Commission on January 29, 2026, the Reporting Persons ceased to beneficially own more than 5% of the Common Stock on or about January 29, 2026.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 99.1 Joint Filing Agreement and Power of Attorney, by and among the Reporting Persons, incorporated by reference to Exhibit 99.1 to the Schedule 13D filed by the Reporting Persons on December 20, 2021 Exhibit 99.2 Board Nomination and Support Agreement dated as of May 5, 2021, by and between Solid Power, Inc., BMW Holding B.V., and those certain stockholders listed on Schedule A thereto (incorporated by reference from Exhibit 4.4 to the Registration Statement on Form S-4 (Registration No. 333-258681) of Solid Power, Inc. (f.k.a, Decarbonization Plus Acquisition Corporation III), previously filed as Exhibit 99.2 to the Schedule 13D filed by the Reporting Persons on December 20, 2021.

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.

BMW Holding B.V.

Signature:	/s/ Ralf Edelmann
Name/Title:	Ralf Edelmann/Managing Director
Date:	06/01/2026

Signature:	/s/ Glenn Ramcharan
Name/Title:	Glenn Ramcharan/Authorized Representative
Date:	06/01/2026

BMW INTEC Beteiligungs GmbH

Signature:	/s/ Jonathan Townend
Name/Title:	Jonathan Townend/Managing Director
Date:	06/02/2026

Signature:	ppa. /s/ Dr. Cedrik Thiele
Name/Title:	Dr. Cedrik Thiele/Authorized Representative
Date:	06/08/2026

Bayerische Motoren Werke AG

Signature:	ppa. /s/ Fredrik Altmann
Name/Title:	Fredrik Altmann/Vice President Corporate Finance, Steering Treasury Center
Date:	06/01/2026

Signature:	i.V. /s/ Sascha Ostermann
Name/Title:	Sascha Ostermann/Legal Counsel
Date:	06/01/2026

FAQ

How much of Solid Power (SLDP) does BMW currently beneficially own?

BMW-related entities beneficially own 10,488,518 shares of Solid Power common stock, representing 4.7% of the class. They report shared voting and shared dispositive power over all these shares, reflecting a sizable but sub‑5% strategic position in the company.

What change in ownership did BMW report in this Solid Power (SLDP) Schedule 13D/A?

The reporting persons disclosed they ceased to beneficially own more than 5% of Solid Power common stock on or about January 29, 2026. They now report beneficial ownership of 10,488,518 shares, or 4.7% of the class, while retaining shared voting and dispositive power.

Which BMW entities are listed as reporting persons for Solid Power (SLDP)?

The reporting persons are BMW Holding B.V., BMW INTEC Beteiligungs GmbH, and Bayerische Motoren Werke AG. Each reports beneficial ownership of the same 10,488,518 Solid Power shares, with 0 sole voting power and shared voting and dispositive power over the entire position.

What board change at Solid Power (SLDP) is described in the BMW Schedule 13D/A?

BMW executive Rainer Feurer notified Solid Power of his intention to retire from the Board of Directors effective June 30, 2026. The filing states his departure is not due to disagreements about operations, policies, or practices, and BMW Holding keeps its director nomination rights.

Why did BMW file this amendment to its Solid Power (SLDP) Schedule 13D?

The amendment updates BMW’s reported beneficial ownership and notes that their holdings fell below 5% around January 29, 2026. It also supplements the purpose section to describe Rainer Feurer’s planned retirement from the Solid Power board and confirm BMW Holding’s continuing nomination rights.

Does BMW still have nomination rights on the Solid Power (SLDP) board?

Yes. The filing explicitly states that BMW Holding continues to retain its director nomination rights. This means that, despite reporting beneficial ownership of 4.7% of Solid Power’s common stock, BMW still has contractual rights to nominate representatives to the company’s board.