SCHEDULE: Solid Power Insiders Cut Stake Below 5% After Share Sale

David M. Leuschen and Pierre F. Lapeyre, Jr. have reduced their beneficial ownership in Solid Power, Inc. to below 5% after selling over 7.2 million shares.

Summary

• David M. Leuschen and Pierre F. Lapeyre, Jr. filed an Amendment No. 2 to their Schedule 13D, reporting a decrease in their beneficial ownership of Solid Power, Inc. Common Stock.
• The reporting persons, through REL Batavia Partnership, L.P. and REL US Partnership, LLC, sold an aggregate of 7,235,803 shares of Common Stock in the open market on September 19, 2025, at a price of $3.58 per share.
• As a result of these transactions, both David M. Leuschen and Pierre F. Lapeyre, Jr. ceased to be beneficial owners of more than five percent of Solid Power, Inc.'s Common Stock as of September 19, 2025.
• As of September 23, 2025, David M. Leuschen beneficially owns 6,704,303 shares, representing 3.62% of the class.
• As of September 23, 2025, Pierre F. Lapeyre, Jr. beneficially owns 9,010,694 shares, representing 4.81% of the class.
• The beneficial ownership calculations include shares that may be purchased by exercising presently exercisable warrants.

Sentiment

Score: 3

Explanation: The sentiment is negative due to significant insider selling, which often signals a lack of confidence or a bearish outlook from those with intimate knowledge of the company. The sale at $3.58 per share, compared to a prior PIPE investment at $10.00, further reinforces a negative perception.

Negatives

• Significant insider selling, totaling over 7.2 million shares, could be perceived negatively by the market, potentially signaling a lack of confidence from key investors.
• The sale price of $3.58 per share is substantially lower than the $10.00 per share paid for 2,000,000 shares in a prior PIPE transaction, indicating a loss on a portion of their investment.

Future Outlook

No forward-looking statements or guidance are provided in this beneficial ownership amendment.

Industry Context

This filing primarily concerns changes in beneficial ownership by specific individuals and does not provide broader industry context or trends. However, significant insider selling can sometimes be interpreted by the market as a signal regarding the company's near-term prospects within its industry.

Related Party Transactions

• Sponsor distributed 437,500 shares of Common Stock to REL US Partnership, LLC on January 23, 2023.
• REL Batavia Partnership, L.P. and REL US Partnership, LLC, entities associated with the reporting persons, engaged in the sale of shares.

Stakeholder Impact

• Shareholders may react negatively to the news of significant insider selling, potentially leading to downward pressure on the stock price.
• The reduction in ownership by these key investors could be interpreted as a diminished commitment to the company's long-term strategy.

Key Dates

Recommendation

The significant insider selling by key investors, David M. Leuschen and Pierre F. Lapeyre, Jr., is a bearish signal. While not necessarily a 'sell' given other potential factors, it warrants a 'hold' recommendation for existing investors to re-evaluate their position and for potential investors to exercise caution. The sale at a price significantly below a prior PIPE investment suggests a lack of conviction or a need for liquidity, which could weigh on market sentiment.

Keywords

Solid Power, SPWR, Schedule 13D/A, Beneficial Ownership, Insider Selling, Share Sale, David M. Leuschen, Pierre F. Lapeyre Jr., Riverstone Holdings, Common Stock