10-K: Energy Vault Soars on Revenue Growth, Strategic Expansion
Annual Report
Energy Vault Holdings, Inc. reported significant revenue growth and reduced net losses in 2025, driven by its expanding 'Own & Operate' strategy and new ventures into AI infrastructure.
Summary
- Revenue for the year ended December 31, 2025, increased by $157.5 million to $203.7 million, up from $46.2 million in 2024, representing a 340.9% increase.
- Gross profit surged by $41.8 million to $48.0 million in 2025, compared to $6.2 million in 2024, with gross profit margin improving to 23.6% from 13.4%.
- Net loss attributable to Energy Vault Holdings, Inc. improved by $32.2 million, decreasing to $(103.6) million in 2025 from $(135.8) million in 2024.
- Net cash used in operating activities significantly improved to $(5.6) million in 2025, compared to $(55.9) million in 2024.
- Total backlog as of December 31, 2025, reached $1.3 billion, an increase of $871.6 million from $433.9 million in 2024.
- Net bookings for 2025 totaled $1.1 billion, a substantial increase from $223.9 million in 2024.
- The company launched its Asset Vault platform in 2025, a majority-owned subsidiary dedicated to developing, building, owning, and operating energy storage assets, supported by a $300 million preferred equity commitment from Orion Infrastructure Capital (OIC).
- Two owned energy storage systems, Cross Trails BESS (57 MW / 114 MWh) and Calistoga Resiliency Center (8.5 MW peak / 48 hours duration), achieved commercial operation in May and September 2025, respectively.
- Acquired Stoney Creek BESS (125 MW / 1.0 GWh) in Australia and SOSA Energy Center (150 MW / 300 MWh) in Texas in 2025, further expanding the 'Own & Operate' portfolio.
- Entered into a strategic framework agreement with Crusoe for phased deployment of modular data centers for AI applications, expected to begin in 2026.
- Executed a definitive supply agreement with Peak Energy on February 9, 2026, securing 1.5 gigawatt-hours of U.S. manufactured sodium-ion battery systems.
- Issued $65.0 million in convertible debentures in 2025 and $140.0 million (plus an additional $10.0 million option) in Senior Convertible Notes in February 2026, using a portion to repay convertible debentures.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this as a positive report, demonstrating strong revenue and gross profit growth, improved operating cash flow, and significant expansion of its project pipeline and owned assets. The strategic shift to an 'Own & Operate' model is gaining traction with substantial capital commitments. However, the company continues to incur net losses and faces considerable risks related to market competition, supply chain volatility, and regulatory changes, which temper the overall sentiment.
Positives
- Revenue increased by 340.9% to $203.7 million in 2025, primarily driven by a $151.6 million increase in energy storage product sales and new tolling/PPA revenue.
- Gross profit margin significantly improved to 23.6% in 2025 from 13.4% in 2024, reflecting higher margins on energy product sales and IP licensing.
- Net loss decreased by $32.2 million, indicating improved financial performance and progress towards profitability.
- Operating cash flow improved substantially, with net cash used in operating activities decreasing from $55.9 million in 2024 to $5.6 million in 2025.
- Backlog increased by $871.6 million to $1.3 billion, and net bookings grew by $845.9 million to $1.1 billion, demonstrating strong commercial momentum and future revenue potential.
- Successfully transitioned to an 'Own & Operate' business model, with two owned energy storage systems (Cross Trails BESS and Calistoga Resiliency Center) achieving commercial operation in 2025.
- Secured a $300 million preferred equity commitment from OIC for the Asset Vault platform, providing significant capital for project acquisition and development.
- Expanded international presence with the acquisition of Stoney Creek BESS in Australia and being awarded the Ebor BESS project.
- Entered the AI infrastructure market with a strategic framework agreement with Crusoe for modular data centers, diversifying revenue streams.
- Secured a supply agreement with Peak Energy for 1.5 GWh of U.S. manufactured sodium-ion battery systems, enhancing supply chain diversification and domestic content capabilities.
- Achieved a Corporate Sustainability Assessment Score of 74 (out of 100) from S&P Global Sustainable1 and received the 'Industry Mover' designation, highlighting strong ESG performance.
Negatives
- The company continues to incur significant net losses, with an accumulated deficit of $487.4 million as of December 31, 2025, and does not guarantee future profitability.
- General and administrative expenses increased by $18.2 million to $81.2 million in 2025, primarily due to increased headcount and costs related to the strategic shift to an 'Own & Operate' model.
- Interest expense increased significantly to $8.5 million in 2025 from $0.1 million in 2024, reflecting higher debt financings.
- Interest income decreased by $4.4 million to $1.1 million in 2025 due to lower average interest-bearing cash balances.
- Experienced a $8.2 million loss from the change in fair value of financial instruments in 2025, compared to a $1.0 million loss in 2024.
- Fully reserved a customer financing receivable ($5.5 million) and a convertible note receivable from DG Fuels ($3.8 million) in 2025 due to non-collection and financial difficulties of the investee.
- Several third-party sales projects in the backlog and developed pipeline experienced delays or cancellations due to anticipated cost increases from importing B-VAULT products from China.
- The U.S. Supreme Court invalidated IEEPA-based tariffs on February 20, 2026, creating uncertainty regarding future tariff levels and the process for duty refunds.
- The company's ability to use certain net operating loss and tax credit carryforwards may be limited by Section 382 and 383 of the Code.
Risks
- Limited operating history and rapidly evolving industry make it difficult to evaluate the business and future prospects.
- Continuous refinement of systems may not be successful or implemented on the expected schedule, leading to higher costs or delays.
- Changes to U.S. tariff and import/export regulations, including Section 301 and Section 232 tariffs, and China's export controls, could increase costs, disrupt supply chains, and affect project economics.
- System performance may not meet customer expectations or needs, potentially leading to reduced value, outages, or decreased willingness to acquire additional systems.
- Non-binding letters of intent and other indications of interest may not result in binding orders or sales, or may be cancelled or delayed, impacting operating results and cash flows.
- Failure or inability of suppliers to deliver necessary components or raw materials in a timely manner or to required quality standards could cause installation delays, cancellations, and reputational damage.
- Business is subject to risks associated with construction, cost overruns, and delays, including those related to obtaining government permits, approvals, and electrical interconnection.
- Potential customers may be hesitant to make significant investments in novel G-VAULT and H-VAULT technologies due to their limited history and competition from more cost-efficient alternatives like lithium-ion batteries.
- Material weaknesses in internal control over financial reporting, even if remediated, could recur and adversely affect the business and stock price.
- The company has a history of losses and expects to incur significant expenses and continuing losses for the foreseeable future, with no guarantee of achieving profitability.
- Backlog, bookings, and developed pipeline may not be indicative of future revenue due to various contingencies and potential project delays or cancellations.
- Macroeconomic uncertainty, including inflation, capital markets volatility, interest rate and currency fluctuations, could negatively affect demand and project profitability.
- Reliance on complex machinery and third-party infrastructure exposes operations to unexpected malfunctions, production delays, and significant decommissioning costs.
- Inability to procure third-party financing for owned projects or customer purchases, or if financing costs exceed estimates, could adversely affect business growth and revenue.
- Inaccurate estimates of useful life for energy storage systems or failure to meet service and performance guarantees could adversely affect financial results.
- Owning and operating energy storage systems exposes the company to additional risks, including financing availability, debt covenants, operational liabilities, and regulatory restrictions.
- Increased attention to ESG matters could increase costs, harm reputation, impact share price, or affect access to capital.
- Acquisitions, particularly for the 'Build-Own-Operate' model, are subject to risks of integration difficulties, unexpected financial results, and unknown liabilities.
- International operations expose the company to risks such as political instability, currency fluctuations, and difficulties in enforcing intellectual property rights.
- The pace and depth of energy storage technology adoption and competition from alternative technologies could adversely affect market development and the company's competitive position.
- Inability to attract and retain key employees, including a highly skilled management team, could harm the ability to compete and grow.
- Labor disputes could disrupt operations or lead to higher labor costs.
- Climate-related risks, such as natural catastrophic events, could disrupt operations and increase costs.
- Changes in fuel prices could decrease incentives to transition to renewable energy, reducing demand for energy storage products.
- Insurance coverage or customer indemnifications may be unavailable or inadequate to cover all significant risks.
- Failure to protect, defend, maintain, or enforce intellectual property rights could adversely affect growth and success.
- Third parties may assert infringement claims, leading to costly litigation or requiring licensing/redesign of products.
- Use of open-source software may pose risks related to license compliance and potential litigation.
- Cyberattacks and other security breaches could harm business, operations, and financial condition, including through reputational damage and liability.
- System defects, errors, or other failures in complex software and technology systems could harm reputation, result in lost revenue, and incur significant warranty expenses.
- Changes to environmental, health, and safety (EHS) laws and regulations could increase costs, disrupt operations, or lead to liabilities.
- Governmental authorities and local residents may restrict construction or use of systems, harming business and financial results.
- Failure to comply with laws, regulations, and rules relating to privacy, information security, and data protection could subject the company to liability and damage its reputation.
- Non-compliance with anti-bribery, anti-corruption, export control, and sanctions laws could result in severe penalties.
- Litigation, regulatory actions, and government inquiries could lead to significant fines, penalties, and negative publicity.
- Concentration of ownership among executive officers, directors, and affiliates (13.2%) may prevent new investors from influencing significant corporate decisions.
- Reliance on emerging growth company exemptions may make securities less attractive to investors and comparisons to other public companies difficult.
- Inability to comply with NYSE listing standards could lead to delisting.
- Stock price volatility, unrelated to operating performance, could result in investment losses.
- Activist stockholders may attempt to effect changes, disrupting operations and diverting management attention.
- Anti-takeover provisions in corporate documents and Delaware law could make an acquisition more difficult.
Future Outlook
The company anticipates continued expansion of its 'Own & Operate' strategy, including targeted deployment of approximately 1.5 GW of energy storage capacity across the U.S., Australia, and Europe. It is evaluating opportunities in AI compute infrastructure and modular data centers, with phased deployments expected to begin in 2026. The company expects to incur net losses for the foreseeable future but believes its current cash, cash equivalents, and restricted cash, along with existing funding arrangements, will be sufficient for operating activities and obligations for at least the next twelve months. Future growth is dependent on the continued adoption of energy storage solutions, ability to source and execute projects with attractive economics, and successful navigation of evolving government policies and market competition.
Management Comments
- Robert Piconi, Chairman of the Board and Chief Executive Officer, certified that the Annual Report on Form 10-K does not contain any untrue statement of a material fact or omit to state a material fact, and that the financial statements fairly present the financial condition, results of operations, and cash flows.
- Management believes that its cash, cash equivalents, and restricted cash as of December 31, 2025, together with expected cash flows from operations and existing funding arrangements, will be sufficient to fund operating activities and meet obligations for at least the next twelve months from the date of issuance of these consolidated financial statements.
Industry Context
StockSavvy.ai notes that the utility-scale energy storage industry is experiencing significant expansion, driven by accelerating electricity demand, the global transition to renewable generation, and a heightened focus on grid reliability. The company's strategic shift towards an 'Own & Operate' model, coupled with its diversified technology portfolio (gravity, battery, and green hydrogen) and technology-agnostic software, positions it to capitalize on these trends. The increasing demand from data centers and AI workloads is a key driver of incremental electricity demand, which the company is addressing through its new AI infrastructure initiative. While declining lithium-ion battery pack prices are intensifying competition and pricing pressure, the company's focus on longer-duration storage and integrated solutions, along with its strong ESG performance (S&P Global 'Industry Mover'), provides differentiation. Government policies like the IRA continue to support investment, but evolving restrictions and tariffs present ongoing challenges for the entire industry.
Comparison to Industry Standards
- The company's 2025 Corporate Sustainability Assessment Score of 74 (out of 100) from S&P Global Sustainable1, along with its 'Industry Mover' designation, indicates strong ESG performance relative to its peers in the machinery and electrical equipment industry.
- The company's integrated approach, spanning development, system design, software, and long-term operations and maintenance, differentiates it from many market participants primarily focused on single storage technologies or third-party platforms, such as Tesla, Inc., Fluence Energy, Inc., and Sungrow Power Supply Co Ltd. in the shorter duration BESS market.
- In the longer duration energy storage market, the company competes with firms like ESS Inc., Eos Energy Enterprises Inc., Hydrostor Inc., Primus Power, Form Energy, Inc., and Gravitricity Ltd., aiming to offer more comprehensive and flexible solutions.
- The company's entry into AI compute infrastructure and modular data centers, with a strategic framework agreement with Crusoe, positions it in an emerging segment that leverages its energy storage and digital operating platforms, potentially offering a unique value proposition compared to traditional data center providers.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Financial Officer | NA | Michael Beer | December 19, 2025 | Entered into a pre-arranged stock trading plan (not a change in role, but a notable management action) |
| Chief Development and Operations Officer | NA | Akshay Ladwa | June 17, 2025 | Entered into a pre-arranged stock trading plan (not a change in role, but a notable management action) |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Risk Oversight Delegation | The Board of Directors has delegated oversight of cybersecurity and other information technology risks to the Audit Committee. | Ongoing | Enhances specialized oversight of critical cybersecurity risks, integrating it into the overall enterprise risk management program. |
| Internal Controls | Management concluded that internal control over financial reporting was effective as of December 31, 2025, following remediation of a material weakness identified in 2022. | December 31, 2025 | Strengthens financial reporting reliability and compliance with Sarbanes-Oxley Act requirements, reducing financial risk. |
| Anti-Takeover Provisions | The company's certificate of incorporation and bylaws contain provisions that may delay or prevent an acquisition or change in management, including limitations on stockholder actions and the Board's ability to issue preferred stock. | Ongoing | Protects against hostile takeovers and provides stability for current management, but could limit shareholder influence and potential acquisition premiums. |
| Ownership Concentration | Named executive officers, directors, and their affiliates beneficially own approximately 13.2% of the outstanding common stock. | December 31, 2025 | Allows these stockholders to exercise significant control over matters requiring stockholder approval, potentially limiting influence of other investors. |
Legal Proceedings
- The company is involved in legal proceedings that arise in the ordinary course of business, but their outcome is not expected to have a material adverse effect on the business, financial condition, and results of operations.
Related Party Transactions
- Paid $0.8 million in 2025 (and $1.1 million in 2024) for marketing and sales costs to a company owned by an immediate family member of an officer.
- Had $0.1 million in payables due to this related party as of December 31, 2025 and 2024.
Stakeholder Impact
- **Shareholders**: Potential for dilution from future equity raises (e.g., Hudson, Helena agreements, convertible notes), but also benefit from significant revenue growth, improved financial performance, and strategic expansion into high-growth markets. Anti-takeover provisions and concentrated ownership may limit influence.
- **Employees**: The company aims to foster a positive, equitable, and safe work environment with competitive compensation and benefits. However, reorganization expenses related to personnel reduction were incurred, indicating some workforce adjustments.
- **Customers**: Benefit from a diversified portfolio of energy storage solutions, integrated project management, and long-term service arrangements. Risks include potential system performance issues and project delays due to supply chain or regulatory factors.
- **Suppliers**: The company relies on a limited number of third-party suppliers for key components, creating supply chain risks. Efforts to diversify sourcing (e.g., Peak Energy agreement) aim to mitigate these risks and ensure component availability.
- **Creditors**: The company has increased its debt financings (e.g., convertible debentures, senior convertible notes, project-level debt), which provides capital but also subjects it to debt covenants and repayment obligations. Project-level debt is generally secured by underlying assets, limiting recourse to the parent company.
Next Steps
- Continue to expand the owned project portfolio in the U.S., Australia, and Europe.
- Commercialize AI compute infrastructure and modular data center projects through long-term contracted arrangements, with phased deployments expected to begin in 2026 with Crusoe.
- Monitor and adapt to evolving U.S. Department of Treasury, IRS, and FERC guidance on domestic-content metrics, PFE ownership testing rules, PFE material-assistance certifications, and storage-specific interconnection standards.
- Close the sales of eligible ITCs generated by the Calistoga Resiliency Center (CRC) HESS and Snyder Commercial Demonstration Unit (CDU).
- Continue construction of the SOSA BESS project, with commercial operation expected in Q2 2027.
- Advance the Ebor BESS project in New South Wales, Australia, towards expected operations in 2028, subject to approvals.
- Make significant investments to drive growth in manufacturing, sales and marketing, research and development, and infrastructure.
- Potentially raise additional capital through equity, debt, or joint ventures to fund ongoing costs and strategic investments.
Key Dates
| Date | Description |
|---|---|
| October 2017 | Company inception. |
| February 11, 2022 | Completion of business combination with Energy Vault, Inc. and name change from Novus Capital Corporation II to Energy Vault Holdings, Inc. |
| August 2022 | Inflation Reduction Act (IRA) adopted by the U.S. Congress. |
| December 31, 2023 | Material weakness in internal controls relating to revenue recognition remediated. |
| February 4, 2025 | United States imposed additional duties on imports from China and Hong Kong under IEEPA. |
| March 4, 2025 | IEEPA duties increased. |
| March 17, 2025 | Entered into a share purchase agreement to acquire Stoney Creek BESS Pty Ltd. |
| March 28, 2025 | Entered into a Tax Credit Transfer Commitment to sell ITCs generated by CRC, Cross Trails, and Snyder CDU. |
| March 31, 2025 | Entered into the Hudson Equity Purchase Agreement for up to $25.0 million of common stock. CRC entered into a $27.8 million bridge loan with Jefferies. |
| April 2025 | United States imposed additional IEEPA based reciprocal duties on China origin goods, escalating by April 10, 2025. |
| April 4, 2025 | CRC refinanced the bridge loan through the issuance of $27.8 million in CRC Senior Notes. |
| April 16, 2025 | Received notification from NYSE regarding non-compliance with the $1.00 minimum average closing price requirement. |
| May 2025 | U.S. and China announced tariff reductions and pauses. |
| May 12, 2025 | Cross Trails entered into a $10.0 million secured bridge loan with Crescent Cove. Contingent right for Earn-Out Shares expired. |
| May 31, 2025 | Cross Trails Battery Energy Storage System (BESS) achieved commercial operation. |
| June 2025 | Maturity date for the Convertible Note Receivable from DG Fuels was amended to June 1, 2027. |
| June 4, 2025 | Section 232 tariffs on steel and aluminum increased to 50%. |
| June 17, 2025 | Akshay Ladwa, Chief Development and Operations Officer, entered into a pre-arranged stock trading plan. |
| July 4, 2025 | The One Big Beautiful Bill Act (OBBBA) was signed into law, modifying certain IRA provisions. |
| July 14, 2025 | Cross Trails repaid $5.0 million of principal and amended the bridge loan to extend maturity of the remaining $5.0 million to July 21, 2025. |
| July 18, 2025 | Remaining principal and additional interest for the Cross Trails bridge loan were paid. |
| July 23, 2025 | Cross Trails entered into a $17.8 million senior secured term loan facility (Cross Trails Senior Note). |
| August 5, 2025 | Acquisition of Stoney Creek BESS Pty Ltd. completed. |
| August 6, 2025 | Entered into the Helena Purchase Agreement for up to $25.0 million of common stock. |
| August 18, 2025 | Completed the private issuance of 4.5 million Dorado Goose Warrants. |
| August 29, 2025 | Entered into the Cedar Arrangement, a sale of future receipts for $5.0 million. |
| September 2, 2025 | Entered into the UFS Arrangement, a sale of future receipts for $1.0 million. |
| September 3, 2025 | Regained compliance with NYSE minimum continued listing criteria. |
| September 4, 2025 | Entered into the Reliance Arrangement, a sale of future receipts for $1.5 million. |
| September 2025 | Calistoga Resiliency Center (CRC) achieved commercial operation. |
| September 22, 2025 | Entered into a Securities Purchase Agreement with YA II PN, Ltd. for up to $50.0 million convertible debentures, with the initial tranche of $30.0 million funded. |
| October 9, 2025 | Asset Vault platform launched with OIC's initial preferred equity investment. |
| October 23, 2025 | Acquired all membership interests in SOSA Energy Center, LLC. |
| November 4, 2025 | UFS Arrangement and Reliance Arrangement fully repaid. |
| November 2025 | U.S. implemented executive actions reducing IEEPA fentanyl related additional duty rate and extending reciprocal duty framework through November 10, 2026. |
| December 2025 | Launched B-VAULT FlexGrid, a new BESS configuration. |
| December 16, 2025 | Second tranche of $20.0 million convertible debentures funded. |
| December 19, 2025 | Michael Beer, Chief Financial Officer, entered into a pre-arranged stock trading plan. |
| December 30, 2025 | Securities Purchase Agreement amended to increase aggregate principal amount of convertible debentures to $65.0 million, with the third tranche of $15.0 million funded. |
| December 31, 2025 | Fiscal year end. |
| January 1, 2026 | Section 301 tariff rate applicable to lithium-ion non-electric vehicle batteries increased to 25%. |
| January 2026 | Construction on the SOSA BESS project began. |
| February 2026 | Awarded a 14-year Long-Term Energy Service Agreement for the Ebor Battery Energy Storage System project in New South Wales, Australia. |
| February 9, 2026 | Executed a definitive supply agreement with Peak Energy for 1.5 gigawatt-hours of U.S. manufactured sodium-ion battery systems. |
| February 11, 2026 | Announced a strategic framework agreement with Crusoe for phased deployment of modular data centers. |
| February 17, 2026 | Closed an upsized offering of $140.0 million of 5.250% Senior Convertible Notes due 2031. |
| February 19, 2026 | Redeemed approximately $45.0 million of the Convertible Debentures. |
| February 20, 2026 | U.S. Supreme Court invalidated tariffs imposed under the International Emergency Economic Powers Act (IEEPA). |
| February 26, 2026 | Collected $11.8 million in proceeds from the transfer of the Cross Trails ITC. |
| February 27, 2026 | Initial purchasers exercised their option to purchase an additional $10.0 million of Senior Convertible Notes. |
| March 13, 2026 | 172,975,047 shares of common stock outstanding. |
| March 18, 2026 | Annual Report on Form 10-K filed. |
| Second Quarter 2027 | SOSA BESS project expected to reach commercial operations. |
| 2028 | Ebor BESS project expected to commence operations. |
| March 1, 2031 | Senior Convertible Notes mature. |
| October 9, 2031 | Earliest redemption date for Series A Preferred Units of Asset Vault. |
| 2039 | Issued patents expected to start expiring. |
Recommendation
holdEnergy Vault Holdings, Inc. demonstrated impressive revenue growth of over 340% and a substantial increase in gross profit margin in 2025, alongside a significant reduction in net loss and improved operating cash flow. The strategic pivot to an 'Own & Operate' model through the Asset Vault platform is gaining momentum, evidenced by the commercial operation of two key projects and the acquisition of others, backed by a $300 million preferred equity commitment. The expansion into AI compute infrastructure and a major supply agreement for U.S.-manufactured sodium-ion batteries are also positive developments. However, the company continues to operate at a net loss, has a limited operating history for its core technologies, and faces considerable risks from intense competition, evolving regulatory landscapes (especially tariffs and tax credits), and supply chain vulnerabilities. While recent capital raises address immediate liquidity needs, they also increase debt and potential shareholder dilution. Given the strong growth trajectory and strategic initiatives balanced against persistent unprofitability and inherent industry risks, a 'Hold' recommendation is appropriate for investors seeking to monitor the execution of its growth strategy and path to sustained profitability.
Keywords
Energy Storage, Battery Energy Storage System, BESS, Gravity Energy Storage, Green Hydrogen, Hybrid Microgrid, Renewable Energy, Grid Stability, AI Infrastructure, Modular Data Centers, SEC Filing, 10-K, Financial Performance, Asset Vault, EPC, EEQ, VaultOS, Inflation Reduction Act, Tariffs, Sustainability, Corporate Governance, NYSE, Investment Tax Credits
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