Energy Vault Holdings, Inc.

8-K · nrgv-20260529.htm iXBRL

0001828536 2026-05-29 2026-05-29

 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) : May 29, 2026

 Energy Vault Holdings, Inc.
 (Exact name of registrant as specified in its charter)

 Delaware      001-39982      85-3230987
 (State or other jurisdiction
of incorporation)   (Commission
File Number)   (IRS Employer
Identification No.)

 4165 East Thousand Oaks Blvd. , Suite 100
 Westlake Village , California
      91362
 (Address of principal executive offices)   (Zip Code)

 Registrant’s telephone number, including area code: ( 805 ) 852-0000

 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 (see General Instruction A.2. below):

 ☐      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      Name of each exchange
on which registered
 Common Stock, par value $0.0001 per share NRGV 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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 5.07 Submission of Matters to a Vote of Security Holders
 On May 29, 2026, Energy Vault Holdings, Inc. (the “Company”) held its Annual Meeting of Stockholders. The matters voted upon at the meeting and the final results of those votes, as informed by the independent inspector of election of the Annual Meeting of Stockholders, were as follows:
 Proposal 1 - Election of Class II Directors

 Votes For Votes Withheld Broker Non-Votes
 Stephanie Unwin 96,797,315  791,040  30,415,781 
 Theresa Fariello 86,706,051  10,882,304  30,415,781 
 Thomas Ertel 87,228,442  10,359,913  30,415,781 

 Proposal 2 - Ratification of the appointment of BDO USA, P.C. as our independent registered public accounting firm for the fiscal year ending December 31, 2026

 Votes For Votes Against Votes Abstaining Broker Non-Votes
 127,775,985  168,810  59,341  — 

 Item 9.01 Financial Statements and Exhibits.
 (d) Exhibits:

 Exhibit
No.      Description
 104
 Cover page from this Current Report on Form 8-K, formatted in Inline XBRL

 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.

 ENERGY VAULT HOLDINGS, INC.
  
 Date: June 1, 2026
 By: /s/ Amy Blakeway
   Name: Amy Blakeway
   General Counsel and Chief Legal Officer