---
schema_version: "secwatch.filing_event.v1"
accession: "0001828536-25-000181"
form_type: "8-K"
ticker: "NRGV"
cik: "0001828536"
company_name: "Energy Vault Holdings, Inc."
filed_at: "2025-09-26T23:59:59+00:00"
generated_at: "2026-05-17T05:35:57.795551+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Energy Vault secures $50M convertible debenture facility for working capital and project growth

## Summary
- Initial $30M tranche funded at closing; up to $50M total in senior unsecured convertible debentures.
- Debentures carry 7% annual interest (18% default), 18-month maturity, conversion at $4.50/share (150% of VWAP).
- Proceeds to fund general working capital, project development, and energy storage growth.
- Company also has $300M preferred equity investment pending for Asset Vault subsidiary.
- Investor cannot short; conversion capped at 19.99% of outstanding common unless stockholder approval.

## SEC filing metadata
- accession: 0001828536-25-000181
- form_type: 8-K
- ticker: NRGV
- cik: 0001828536
- company_name: Energy Vault Holdings, Inc.
- filed_at: 2025-09-26T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1828536/000182853625000181/0001828536-25-000181-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1828536/000182853625000181/nrgv-20250922.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001828536-25-000181
- JSON: https://secwatch.observer/filing/0001828536-25-000181.json
- Plain text: https://secwatch.observer/filing/0001828536-25-000181.txt

## Key facts
- Debt Financings
  Energy Vault Holdings, Inc. incurred convertible notes of $50.0 million in aggregate principal amount with YA II PN, Ltd. at 7% annual interest rate maturing 18-month maturity.
  - Instrument: convertible notes
  - Principal: $50.0 million in aggregate principal amount
  - Counterparty: YA II PN, Ltd.
  - Rate: 7% annual interest rate
  - Maturity: 18-month maturity
  - Event: incurrence
  source text: On September 22, 2025 , Energy Vault Holdings, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with YA II PN, Ltd. (the “Investor”), pursuant to which the Company agreed to issue and sell up to $50.0 million in aggregate principal amount of senior unsecured convertible debentures (the “Debentures”) in multiple tranches.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1828536/000182853625000181/0001828536-25-000181-index.htm
- Equity Issuances
  Energy Vault Holdings, Inc. issued convertible note to YA II PN, Ltd. for up to $50.0 million in aggregate principal amount.
  - Security: convertible note
  - Purchaser: YA II PN, Ltd.
  - Consideration: up to $50.0 million in aggregate principal amount
  source text: On September 22, 2025 , Energy Vault Holdings, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with YA II PN, Ltd. (the “Investor”), pursuant to which the Company agreed to issue and sell up to $50.0 million in aggregate principal amount of senior unsecured convertible debentures
  evidence_url: https://www.sec.gov/Archives/edgar/data/1828536/000182853625000181/0001828536-25-000181-index.htm
- Equity Issuances
  Energy Vault Holdings, Inc. issued 4,500,000 warrants of warrant to Dorado Goose LLC.
  - Security: warrant
  - Shares: 4,500,000 warrants
  - Purchaser: Dorado Goose LLC
  source text: On August 18, 2025, the Company completed the private sale of an aggregate of 4,500,000 warrants (the “Warrants) to purchase shares of Common Stock at an exercise price ranging from $1.50 per share to $3.00 per share to Dorado Goose LLC, a Puerto Rico limited liability company.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1828536/000182853625000181/0001828536-25-000181-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.