SCHEDULE: Energy Vault Holdings: Piconi Amends Stake Disclosure

Robert Piconi has updated his Schedule 13D filing for Energy Vault Holdings, Inc., detailing his beneficial ownership and recent transactions.

Summary

• Robert Piconi, Chairman and CEO of Energy Vault Holdings, Inc., has filed an amendment to his Schedule 13D, updating his beneficial ownership of the company's common stock.
• As of March 13, 2026, Piconi may be deemed to beneficially own 23,417,827 shares, representing 13.4% of the outstanding common stock.
• This ownership includes 9,389,129 shares held directly, 11,728,698 shares under irrevocable proxies, and 2,300,000 shares underlying exercisable stock options.
• Recent transactions include the acquisition of 843,719 shares in open market transactions for approximately $1.5 million using personal funds, and 73,776 shares via an in-kind distribution.
• A settlement agreement on February 17, 2026, involved the disposition of 3,112,806 shares, with Piconi retaining irrevocable proxy voting rights for these shares until specific conditions are met.
• Piconi may engage in discussions regarding extraordinary corporate transactions, including mergers, acquisitions, or changes to the company's capitalization or dividend policy.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this filing as neutral, primarily an update on beneficial ownership and routine transactions, with potential future strategic actions noted but not yet defined.

Positives

• Robert Piconi maintains significant beneficial ownership (13.4%) in Energy Vault Holdings, Inc., indicating continued commitment.
• Acquisition of additional shares through open market transactions using personal funds suggests confidence in the company's prospects.
• Retention of voting control over a substantial number of shares through irrevocable proxies provides continued influence over corporate governance.

Negatives

• The disposition of 3,112,806 shares as part of a settlement agreement may indicate a need to resolve personal or family-related financial matters.
• Withholding of 602,090 shares by the Issuer to cover tax liabilities on RSU vesting, while standard, represents a reduction in directly held shares.

Risks

• Potential for future engagement in discussions regarding extraordinary corporate transactions, such as mergers or acquisitions, could lead to significant changes in the company's structure or delisting.
• The possibility of acquiring additional securities or entering into financial instruments that could increase or decrease economic exposure introduces market risk.
• Future actions regarding securities are dependent on numerous factors including market conditions, company performance, and alternative investment opportunities, implying potential for strategic shifts.

Future Outlook

Robert Piconi may acquire additional securities, retain or sell existing holdings, or enter into financial instruments to adjust his economic exposure. He may also engage in discussions with management, the Board, and other stakeholders regarding extraordinary corporate transactions, changes to capitalization, dividend policy, or business structure.

Management Comments

• "Any actions the Reporting Person might undertake with respect to the securities beneficially owned by him in the Issuer may be made at any time and from time to time without prior notice and will be dependent upon the Reporting Person's review of numerous factors, including, but not limited to: an ongoing evaluation of the Issuer's business, financial condition, operations and prospects; price levels of the Issuer's securities; general market, industry and economic conditions; the relative attractiveness of alternative business and investment opportunities; and other future developments."
• "The Reporting Person may also enter into financial instruments or other agreements with institutional or other counterparties that would increase or decrease the Reporting Person's economic exposure with respect to his investment in the Issuer, which instruments or agreements may or may not affect the Reporting Person's beneficial ownership in securities of the Issuer."
• "In addition, the Reporting Person may, including in his capacity as the Chairman of the Board of Directors (the "Board") and Chief Executive Officer of the Issuer, engage in discussions with management, the Board, and other securityholders of the Issuer and other relevant parties or encourage, cause or seek to cause the Issuer or such persons to consider or explore extraordinary corporate transactions, such as: a merger, reorganization or take-private transaction that could result in the de-listing or de-registration of the Common Stock; sales or acquisitions of assets or businesses; changes to the capitalization or dividend policy of the Issuer; or other material changes to the Issuer's business or corporate structure, including changes in management or the composition of the Board."

Industry Context

StockSavvy.ai notes that Schedule 13D filings are critical for understanding significant beneficial ownership changes and potential strategic shifts by major shareholders, especially those in leadership positions. This filing provides insight into Robert Piconi's evolving stake and potential influence over Energy Vault Holdings' future direction within the energy storage sector.

Corporate Governance

Related Party Transactions

• The disposition of 3,112,806 shares was part of a settlement agreement involving the transfer of shares, among other family-related matters.

Stakeholder Impact

• Shareholders: The potential for future extraordinary corporate transactions could impact share value and company structure. Piconi's continued significant ownership and voting control may influence strategic decisions affecting all shareholders.
• Management and Board: Piconi's role as CEO and Chairman, combined with his voting power, suggests he will continue to play a key role in strategic direction and potential changes.
• Creditors/Suppliers: Significant corporate transactions or changes in business structure could indirectly affect the company's financial stability and its relationships with creditors and suppliers.

Next Steps

• Robert Piconi may acquire additional securities of the Issuer.
• Robert Piconi may retain or sell all or a portion of the securities then held.
• Robert Piconi may enter into financial instruments or other agreements to adjust economic exposure.
• Robert Piconi may engage in discussions with management, the Board, and other securityholders regarding extraordinary corporate transactions.
• Robert Piconi may retain consultants and advisors to facilitate consideration of various courses of action.
• Robert Piconi may enter into discussions with potential sources of capital and other third parties.

Key Dates

Recommendation

The filing is an amendment to a Schedule 13D, primarily updating beneficial ownership and detailing recent transactions and potential future strategic considerations. While Piconi retains significant influence, there are no immediate new material events or financial results presented that would warrant a strong buy or sell recommendation. The potential for future strategic actions warrants a 'hold' to monitor developments.

Keywords

Schedule 13D, Energy Vault Holdings, Robert Piconi, Beneficial Ownership, Common Stock, SEC Filing, Stock Options, Irrevocable Proxy, Corporate Transactions, Securities Exchange Act