Stem Inc (NYSE: STEM) names new chief accounting officer and compensation

Rhea-AI Filing Summary

Stem, Inc. reported a change in its senior finance leadership. Chief Accounting Officer Rahul Shukla and the company mutually agreed that he will step down from his role effective December 19, 2025, and they are negotiating a separation agreement.

The board appointed Jeffrey Cabot as the new Chief Accounting Officer effective January 5, 2026. He will receive a $325,000 annual base salary and an initial long-term equity award covering 14,000 shares of common stock, split into 7,000 restricted stock units, 3,500 performance stock units and 3,500 stock options that vest ratably over three years. Cabot is also eligible for an annual cash incentive with a target of 45% of base salary, as well as severance, change-in-control and indemnification protections under standard company agreements.

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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 Earliest Event Reported): December 11, 2025

_______________________________________

STEM, INC.

(Exact name of registrant as specified in its charter)

_______________________________________

Delaware

001-39455

85-1972187

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

1400 Post Oak Boulevard, Suite 560, Houston, Texas 77056

(Address of principal executive offices including zip code)

1-877-374-7836

Registrant’s telephone number, including area code

_______________________________________

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

STEM

New York Stock Exchange

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 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b)

On December 11, 2025, Stem, Inc. (the “Company”) and Mr. Rahul Shukla mutually agreed that Mr. Shukla will be stepping down as Chief Accounting Officer of the Company, effective December 19, 2025. The Company and Mr. Shukla are negotiating a separation agreement. Upon the execution of such agreement, the Company will file an amendment to this report.

(c)

In addition, the board of directors of the Company (the “Board”) has appointed Mr. Jeffrey Cabot, age 56, as the Company’s Chief Accounting Officer, effective January 5, 2026. From August 2023 to December 2025, he served as Chief Accounting Officer of Oak View Group, a sports and live entertainment company. Prior to that, he served as Chief Accounting Officer of Air Methods Corporation, an air medical transport provider, from July 2022 to June 2023. From August 2018 to April 2022, Mr. Cabot served as Chief Accounting Officer of Sonoco Products Company (formerly Ball Metalpack), a Fortune 500 packaging company. Mr. Cabot is a certified public accountant and earned a Bachelor of Science degree in accounting from Elon University.

In connection with his appointment, Mr. Cabot has entered into the Company’s standard form of Executive Employment Agreement (the “Agreement”). Under the Agreement, Mr. Cabot will receive an annual base salary of $325,000, less applicable taxes, payroll deductions and withholdings. In connection with his appointment, he will also receive an initial long-term incentive equity award of 14,000 shares of Company common stock, in the form of 7,000 RSUs; 3,500 PSUs, and 3,500 stock options, with such PSUs, RSUs and options vesting ratably over three years, subject to Mr. Cabot’s continued employment with the Company through the applicable vesting dates. Such PSUs will also be subject to achievement of performance metrics as set forth in the award agreement governing their grant. In addition, Mr. Cabot will be eligible to receive a cash incentive award under the Company’s annual incentive plan with a target bonus opportunity of 45% of his annual base salary. He will also be entitled to certain severance and change-in-control benefits, as set forth in the Agreement.

Mr. Cabot is expected to enter into the Company’s standard form of indemnification agreement, a copy of which was filed as Exhibit 10.10 to the Company’s 2021 Form 10-K, pursuant to which the Company may be required, among other things, to indemnify him for certain expenses (including attorneys’ fees), judgments, fines and settlement amounts actually and reasonably incurred by him in any action or proceeding arising out of his service as an officer of the Company.

Mr. Cabot has no family relationship with any director or executive officer of the Company, or any person nominated or chosen by the Company to become a director or executive officer. In addition, he is not party to any transaction required to be disclosed under Item 404(a) of Regulation S-K.

SIGNATURES

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.

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			STEM, INC.
Date: December 16, 2025			By:			/s/ Saul R. Laureles
						Name:			Saul R. Laureles
						Title:			Chief Legal Officer and Secretary

_____________________________________________________________________________________________

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FAQ

What executive change did Stem Inc (STEM) disclose?

Stem Inc reported that Rahul Shukla will step down as Chief Accounting Officer effective December 19, 2025, and that the board has appointed Jeffrey Cabot as the new Chief Accounting Officer effective January 5, 2026.

When will Rahul Shukla leave his role at Stem Inc?

Rahul Shukla and Stem Inc mutually agreed that he will step down as Chief Accounting Officer effective December 19, 2025, and the parties are negotiating a separation agreement.

Who is Jeffrey Cabot, Stem Inc's new Chief Accounting Officer?

Jeffrey Cabot, age 56, previously served as Chief Accounting Officer of Oak View Group from August 2023 to December 2025, Air Methods Corporation from July 2022 to June 2023, and Sonoco Products Company (formerly Ball Metalpack) from August 2018 to April 2022. He is a certified public accountant with a Bachelor of Science in accounting from Elon University.

How is Stem Inc compensating Jeffrey Cabot as Chief Accounting Officer?

Under an executive employment agreement, Jeffrey Cabot will receive an annual base salary of $325,000 and will be eligible for a cash incentive award under the annual incentive plan with a target bonus opportunity equal to 45% of his base salary.

What equity awards will Jeffrey Cabot receive from Stem Inc (STEM)?

In connection with his appointment, Jeffrey Cabot will receive a long-term incentive equity award covering 14,000 shares of Stem Inc common stock, consisting of 7,000 RSUs, 3,500 PSUs and 3,500 stock options. These awards vest ratably over three years, with PSUs also subject to performance metrics.

Does Jeffrey Cabot have any related-party ties to Stem Inc's leadership?

Stem Inc states that Jeffrey Cabot has no family relationship with any director or executive officer, and he is not party to any transaction that must be disclosed under Item 404(a) of Regulation S-K.