ESS Tech amends Yorkville note: extends second tranche deadline to Feb 2026, lowers principal condition

ESS Tech, Inc.

Second tranche deadline extended from Dec 12, 2025 to no later than Feb 28, 2026.
Condition for second tranche: principal outstanding under Tranche One must be ≤ $7M (down from $20M).
Company must enter ATM sales agreement with Yorkville Securities, with Yorkville receiving ≥60% of commissions.
Second tranche amount remains $10M less original issue discount.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

ESS Tech, Inc. amended Note Amendment with YA II PN, LTD., an investment fund managed by Yorkville Advisors Global, L.P. valued at $10 million (effective 2025-12-04).

Action: amendment
Agreement: credit facility
Counterparty: YA II PN, LTD., an investment fund managed by Yorkville Advisors Global, L.P.
Value: $10 million
Effective: 2025-12-04

Exact text from the filing

On December 4, 2025, ESS Tech, Inc. (the “Company”) and YA II PN, LTD., an investment fund managed by Yorkville Advisors Global, L.P. (“Yorkville”), entered into Amendment No. 2 (the “Note Amendment”) to the promissory note, originally issued on October 14, 2025, and as amended on October 31, 2025 (the “First Note Amendment”), by and between the Company and Yorkville (the “Note”).

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ESS Tech, Inc. filing history →

Source: SEC EDGAR

accession 0001819438-25-000079

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