8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 15, 2025

EOS ENERGY ENTERPRISES, INC.

(Exact name of registrant as specified in its charter)

3920 Park Avenue

Edison, New Jersey 08820

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (732) 225-8400

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders

On May 15, 2025, the Company held its Annual Meeting of Stockholders. On March 19, 2025, the record date for the annual meeting, 227,049,683 of the Company’s common stock were issued and outstanding, of which 155,241,065 were present for the purposes of establishing a quorum.

Proposal 1 – Election of directors

The Class II Directors proposed by management were elected with a tabulation of votes to the nearest share as shown below.

Proposal 2 – Ratification of appointment of independent registered public accounting firm

The ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the 2025 fiscal year was approved by stockholders with 154,579,279 shares voted in favor, 79,436 shares voted against and 582,350 shares abstained.

Proposal 3 – Non-binding advisory vote to approve the compensation of named executive officers

The compensation of the named executive officers was approved, on an advisory basis, by stockholders, with 68,037,754 shares voted in favor, 7,747,071 shares voted against, 240,558 shares abstained, and broker non-votes totaling 79,215,682.

Proposal 4 – Approval of an amendment to the Company’s Second Amended and Restated 2020 Incentive Plan

An amendment to the Company’s Second Amended and Restated 2020 incentive plan was approved by stockholders, with 51,062,215 shares voted in favor, 24,523,030 shares voted against, 440,138 shares abstained, and broker non-votes totaling 79,215,682.

Item 9.01 Financial Statement and Exhibits.

(d) Exhibits

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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