{"schema_version":"secwatch.filing_event.v1","accession":"0001213900-25-073828","form_type":"8-K","ticker":null,"cik":"0001840292","company_name":"Heliogen, Inc.","filed_at":"2025-08-11T23:59:59+00:00","discovered_at":"2026-05-14T18:02:45.284524+00:00","generated_at":"2026-05-17T15:42:14.814607+00:00","sec_items":["1.02","2.01","3.01","5.01","5.02","5.03","3.03","5.07","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":1.0,"calibrated_materiality_score":1.0,"confidence":"high","headline":"Heliogen acquired by Zeo Energy; stockholders receive 0.9591 Zeo shares per HLGN share","bullets":["Merger completed Aug 8, 2025; each Heliogen share converted into 0.9591 Zeo Energy Class A shares.","Heliogen common stock and warrants to be delisted from OTCQX and OTCPK; Form 15 to be filed to suspend SEC reporting.","Heliogen's directors and officers resigned; Timothy Bridgewater and Stirling Adams became directors/officers of surviving entity.","Stockholders approved merger at special meeting with 3,504,832 votes for, 167,216 against.","All outstanding Heliogen options and RSUs vested and cancelled; no payment for out-of-the-money options or SPAC warrants."],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-25-073828","json":"https://secwatch.observer/filing/0001213900-25-073828.json","markdown":"https://secwatch.observer/filing/0001213900-25-073828.md","text":"https://secwatch.observer/filing/0001213900-25-073828.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1840292/000121390025073828/0001213900-25-073828-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1840292/000121390025073828/ea0252224-8k_heliogen.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-17T15:42:14.814607+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"228706d7461c2d60af00ef47c4c1a26d08eb9b8d","claim":"Heliogen, Inc. completed an acquisition involving Zeo Energy Corp. for Heliogen became a direct, wholly owned subsidiary of Zeo Energy (closed 2025-08-08).","evidence_excerpt":"On August 8, 2025, Merger Sub I merged with and into Heliogen (the “ First Merger ”), with Heliogen surviving the First Merger (Heliogen, as the surviving entity of the First Merger, the “ First Surviving Corporation ”) with the First Surviving Corporation becoming a direct, wholly owned subsidiary of Zeo Energy, and immediately following the First Merger, the First Surviving Corporation merged with and into Merger Sub II (the “ Second Merger ” and, together with the First Merger, the “ Mergers ”), with Merger Sub II surviving the Second Merger and becoming a direct, wholly owned subsidiary of Zeo Energy.","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1840292/000121390025073828/0001213900-25-073828-index.htm","confidence":0.95,"family_label":"M&A Transactions","details":[{"label":"Action","value":"acquisition"},{"label":"Counterparty","value":"Zeo Energy Corp."},{"label":"Consideration","value":"Heliogen became a direct, wholly owned subsidiary of Zeo Energy"},{"label":"Closing","value":"2025-08-08"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}