Energy Vault Holdings, Inc. completed a $140.0 million private offering of 5.250% Convertible Senior Notes due 2031 on February 17, 2026, pursuant to an indenture with U.S. Bank Trust Company, National Association. The notes are convertible into common stock at an initial rate of 193.1807 shares per $1,000 principal, with capped call transactions entered to reduce dilution.
Key takeaways
Completed $140.0 million aggregate principal 5.250% Convertible Senior Notes due March 1, 2031 on February 17, 2026
Interest accrues at 5.250% per year, payable semiannually starting September 1, 2026
Initial conversion rate: 193.1807 shares per $1,000 principal (approx. $5.1765 per share, 27.5% premium over February 11, 2026 closing price)
Convertible under specific conditions prior to September 1, 2030; freely convertible thereafter until maturity
Capped call transactions entered February 11, 2026 with cap price of $8.12 per share (100% premium over $4.06 closing price)
Notes unregistered under Securities Act; no resale registration planned