| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Date of Event Requiring Statement
(Month/Day/Year) 11/24/2025 |
3. Issuer Name and Ticker or Trading Symbol
Fluence Energy, Inc. [ FLNC ] |
|||||||||||||
|
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
5. If Amendment, Date of Original Filed
(Month/Day/Year) |
||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
| |||||||||||||||
| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Class A Common Stock | 24,780 | D | |
|
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Restricted Stock Unit | (2) | (2) | Class A Common Stock | 44,804 | (1) | D | |
| Restricted Stock Unit | (3) | (3) | Class A Common Stock | 248,912 | (1) | D | |
| Non-qualified stock option (right-to-buy) | (4) | 12/18/2034 | Class A Common Stock | 39,692 | $16.07 | D | |
| Explanation of Responses: |
| 1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock of the Issuer. |
| 2. The reporting person was granted 44,804 RSUs on December 18, 2024. The vesting schedule is as follows: 1/3 of the total RSUs will vest on on December 18, 2025, 1/3 of the total RSUs will vest on December 18, 2026, and 1/3 of the total RSUs will vest on December 18, 2027, subject to continued service through such vesting date. The RSUs have no expiration date. |
| 3. The reporting person was granted 248,912 RSUs on December 18, 2024. The vesting schedule is as follows: 1/2 of the total RSUs will vest on December 18, 2025 and 1/2 of the total RSUs will vest on December 18, 2026, subject to continued service through such vesting date. The RSUs have no expiration date. |
| 4. The reporting person was granted 39,692 non-qualified stock options ("Options") on December 18, 2024. The vesting schedule is as follows: 1/3 of the total Options will vest on December 18, 2025, 1/3 of the total Options will vest on December 18, 2026, and 1/3 of the total Options will vest on December 18, 2027, subject to continued service through such vesting date. |
| Remarks: |
| SVP & Chief Legal and Compliance Officer and Secretary. Exhibit 24 - Power of Attorney |
| /s/ Christian Yungwirth as Attorney-in-Fact for Vincent Mathis | 11/26/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||