Aeva Technologies (AEVA) FY2025 10-K Risk Factors: 88 New, 70 Dropped

What the changes say

Aeva Technologies faces risks as an early-stage development company dependent on prototyping, customer adoption of 4D LiDAR, and third-party manufacturing.

What changed since the prior 10-K

New

New
Our Chief Technology Officer is tasked with assessing and managing significant cybersecurity risks across the Company based on the assessments of our IT Director . Our IT Director brings substantial IT and Information Security expertise from various roles in the technology industry
New
Ite m 3. Legal Proceedings
New
Securities Authorized for Issuance under Equity Compensation Plans
New
It em 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
New
Our vision is to bring perception to broad applications. Through our FMCW sensing technology, we believe we are introducing the world’s first 4D LiDAR-on-chip that, along with our proprietary software applications, has the potential to enable the adoption of LIDAR across broad applications
New
Key Factors Affecting Aeva’s Operating Results
New
Revenue consists of sales of perception solutions or sensing systems and non-recurring engineering services
New
Cost of revenue and gross profit
New
General and administrative expenses
New
Selling and marketing expenses
New
Comparison of Year Ended December 31, 2025 and 2024
New
General and administrative
New
Litigation settlement, net
New
Change in fair value of warrant liability
New
Fair value gain on settlement of share subscription liability
New
Other income (expense), net
New
Our capital requirements depend on many factors, including production capacity and sales volume, the timing and spending to support research and development efforts, investments in information technology, the expansion of sales and marketing activities, and market adoption of new and enhanced products and features
New
Critical Accounting Estimates
New
Warrants and Share Subscriptions
New
Provision for Anticipated Losses on Contracts
New
Recent Accounting Pronouncements
New
Opinion on the Financial Statements
New
Critical Audit Matter Description
New
subscription arrangement (SSA). Around the same time, the Company also executed a Joint Development Agreement (JDA) with LGIT to provide non-recurring engineering (NRE) services for a fixed consideration of $7.5 million
New
How the Critical Audit Matter Was Addressed in the Audit
New
We tested the design and implementation of internal controls over the Company’s process for capturing and accounting for the Share Subscription Agreement and Joint Development Agreement
New
With the assistance of our fair value specialists, we evaluated the reasonableness of the methodology, assumptions and inputs used by Management to estimate the fair value of the SSA
New
Adjustments to reconcile net loss to net cash used in operating
New
Supplemental disclosure of noncash investing and financing
New
The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding annual financial reporting
New
Principles of Consolidation and Liquidity
New
Significant Risks and Uncertainties
New
Concentration of Credit Risk
New
The Company’s cash and cash equivalents, accounts receivable, other current assets, accounts payable, accrued liabilities and accrued employee costs approximate their fair value due to their short maturities
New
Non-Marketable Equity Investments Measured Using the Measurement Alternative
New
Rent expense for operating leases is recognized on a straight-line basis over the lease term and is included in operating expenses on the consolidated statements of operations and comprehensive loss. Variable lease payments include lease operating expenses
New
Cash and Cash Equivalent and Marketable Securities
New
Property, Plant, and Equipm ent
New
Impairment of Long-Lived Assets
New
Nature of Products and Services and Revenue Recognition
New
Arrangements with Multiple Performance Obligations
New
Other Policies, Judgments and Practical Expedients
New
Commitments and Contingencies
New
Foreign Currency Translation
New
Disaggregation of Revenues
New
Revenue by primary geographical
New
Point in time revenue was primarily related to product revenue and over time revenue was from non-recurring engineering services
New
Contract Assets and Contract Liabilities
New
Remaining Performance Obligations
New
Note 3. Financial Instruments
New
During the year ended December 31, 2021, the Company purchased certain intellectual property for a total consideration of approximately $ 4.5 million in cash. The assets acquired primarily consists of intellectual property (patents)
New
Note 6. Property, Plant and Equipment
New
Note 7. Other current assets
New
Note 8. Other non-current assets
New
Note 9. Other current liabilities
New
Standby Equity Purchase Agreement
New
On May 13, 2025, the Company entered into a strategic collaboration with LGIT. In connection with this partnership, the parties entered into a LG Subscription Agreement , and a JDA, (collectively referred to as the “LGIT Transaction”)
New
The LG Private Placement closed on August 20, 2025. Accordingly, the Company issued 3,509,719 shares of common stock to LGIT at a price of $ 9.26 per share upon receipt of gross proceeds of $ 32.5 million
New
In November 2025, the Company issued $ 100.0 million aggregate principal amount of 4.375 % Convertible Senior Notes due 2032 (the “Convertible Notes”) in a private placement transaction. The proceeds from the issuance of the Convertible Notes, net of debt issuance costs, were $ 96.7 million
New
Weighted average shares of common stock outstanding
New
Net loss per share attributable to common stockholders
New
The Company maintains the 2016 Stock Incentive Plan and the 2021 Incentive Award Plan (the “Stock Plans”) under which incentive stock options, non-qualified stock options and RSUs may be granted to employees. Under the Stock Plans, the Company has 405,221 shares available for issuance as of December 31, 2025
New
Restricted Stock Units (“RSUs”) and Performance-based Restricted Stock Units (“PBRSUs”)
New
As of December 31, 2025, t he total unrecognized compensation expense related to the market-based PBRSUs was $ 0.3 million, which is expected to be amortized over a weighted-average period of 2.0 years
New
The total fair value of restricted stock awards vested for the years ended December 31, 2025, 2024 and 2023, was $ 45.8 million, $ 6.5 million, and $ 6.2 million, respectively
New
Employee Stock Purchase Plan
New
Components of Income Before Taxes
New
Components of Tax Expense
New
Net deferred tax assets (liabilities)
New
The Company also has federal and California research and development tax credit carryforwards of $ 34.3 million and $ 23.9 million, respectively. The federal research credit carryforwards will expire in 2036 and California research credits can be carried forward indefinitely
New
Unrecognized Tax Benefits
New
There are no amounts included in the balance of unrecognized tax benefits as of December 31, 2025, 2024 and 2023, that, if recognized, would affect the effective tax rate
New
Variable lease costs for the years ended December 31, 2025 and 2024, were $ 0.5 million and $ 0.6 million, respectively
New
Litigation – other matters
New
Note 16. Segment Information
New
The measure of segment assets is reported on the balance sheet as total assets. The CODM does not review segment assets at a level other than as presented in the Company's consolidated balance sheets
New
Evaluation of disclosure controls and procedures
New
Management’s Annual Report on internal control over financial reporting
New
Changes in internal control over financial reporting
New
Inherent limitations on effectiveness of controls
New
It em 9B. Other Information
New
The information required by this item is incorporated by reference from our definitive Proxy Statement to be filed with the Securities and Exchange Commission in connection with our 2026 Annual Meeting of Stockholders within 120 days after the end of the fiscal year ended December 31, 2025 (the “Proxy Statement”)
New
It em 15. Exhibits, Financial Statement Schedules
New
Second Amended and Restated Certificate of Incorporation of Aeva Technologies, Inc. (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed by the Registrant on March 18, 2021)
New
Shareholder Agreement, dated as of November 8, 2023, by and among the Company and investment entities affiliated with Sylebra Capital Limited (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed by the Registrant on November 8, 2023)
New
Third Amendment to Standby Equity Purchase Agreement, dated June 30, 2025, by and among the Company and investment entities affiliated with Sylebra Capital Limited. (incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q filed by the Registrant on August 6, 2025)
New
# Indicates a management contract or any compensatory plan, contract or arrangement
New
Soroush Salehian Dardashti

Dropped

Dropped
Summary of Principal Risk Factors
Early stage company history of losses and prototype sales.
Dropped
If Aeva’s products are not selected for inclusion in development programs for ADAS or AD, or are not adopted by customers, Aeva’s business will be materially and adversely affected
Risk of products not being selected for ADAS or AD programs.
Dropped
If we are unable to effectively manage our supply chain, our business may be materially and adversely impacted
Supply chain management and undetected product defects.
Dropped
Continued pricing pressures, automotive OEM cost reduction initiatives and the ability of automotive OEMs to re-source or cancel vehicle or technology programs may result in lower than anticipated margins, or losses, which may adversely affect Aeva’s business
Pricing pressures, OEM cost cuts, and program cancellations.
Dropped
We are highly dependent on the services of Soroush Salehian Dardashti and Mina Rezk, our two founders
Dependency on founders Soroush Salehian Dardashti and Mina Rezk.
DroppedRisks Related to Aeva’s Business and Industry
increase our sales and marketing activities and develop our distribution infrastructures
Need to increase sales, marketing, and distribution infrastructure.
DroppedRisks Related to Aeva’s Business and Industry
Aeva’s limited operating history makes it difficult to evaluate our future prospects and the risks and challenges we may encounter
Limited operating history since 2017 making evaluation difficult.
DroppedRisks Related to Aeva’s Business and Industry
hire, integrate and retain talented people at all levels of our organization
Hiring, integrating, and retaining talented personnel.
DroppedRisks Related to Aeva’s Business and Industry
Our strategic initiatives designed to grow the business may not be successful or may prove more costly than we currently anticipate
Strategic growth initiatives and R&D investments may fail.
DroppedRisks Related to Aeva’s Business and Industry
investing in legal, accounting, and other administrative functions necessary to support Aeva's operations as a public company
Costs of public company administrative and legal functions.
DroppedRisks Related to Aeva’s Business and Industry
If Aeva’s products are not selected for inclusion in development programs for ADAS or autonomous driving systems (“AD”), or are not adopted by customers, Aeva’s business will be materially and adversely affected
Customer adoption uncertainty in early-stage market opportunities.
DroppedRisks Related to Aeva’s Business and Industry
The period of time from a design win to implementation is long, potentially spanning several years, and we are subject to the risks of cancellation or postponement of the contract or unsuccessful implementation
Long timeframes from design wins to commercial implementation.
DroppedRisks Related to Aeva’s Business and Industry
Our forward-looking estimates of certain financial metrics may prove inaccurate
DroppedRisks Related to Aeva’s Business and Industry
If we are unable to effectively manage our supply chain, Aeva’s business may be materially and adversely impacted
DroppedRisks Related to Aeva’s Business and Industry
Aeva’s products come from limited or single-source suppliers. We are therefore subject to the risk of shortages and long lead times in the supply of these components and the risk that our suppliers discontinue or modify components used in Aeva’s products
DroppedRisks Related to Aeva’s Business and Industry
We expect to continue to incur substantial R&D costs and devote significant resources to identifying and commercializing new products, which could significantly increase our losses and may never result in revenue to Aeva
DroppedRisks Related to Aeva’s Business and Industry
Market adoption of LiDAR, including Aeva’s 4D LiDAR technology, is uncertain. If market adoption of LiDAR, including Aeva’s 4D LiDAR technology, does not continue to develop, or develops more slowly than we expect, our business will be adversely affected
DroppedRisks Related to Aeva’s Business and Industry
We may not have sufficient resources to fund our operating costs or all of our future research and development and capital expenditures or possible acquisitions or joint ventures
DroppedRisks Related to Aeva’s Business and Industry
Aeva’s results of operations fluctuate on a quarterly and annual basis, which could cause our stock price to fluctuate or decline
DroppedRisks Related to Aeva’s Business and Industry
Our transition to an outsourced manufacturing business model may not be successful, which could harm our ability to deliver products and recognize revenue
DroppedRisks Related to Aeva’s Business and Industry
Aeva, our outsourcing partners and suppliers may rely on complex machinery and highly skilled labor for production, which involves a significant degree of risk and uncertainty
DroppedRisks Related to Aeva’s Business and Industry
As part of growing our business, we may make acquisitions. If we fail to successfully select, execute or integrate any acquisitions, then Aeva’s business, results of operations and financial condition could be materially adversely affected, and our stock price could decline
DroppedRisks Related to Aeva’s Business and Industry
Our sales and operations in international markets expose us to operational, financial and regulatory risks, including possible unfavorable regulatory, political, tax and labor conditions, which could harm Aeva’s business
DroppedRisks Related to Aeva’s Business and Industry
Aeva faces risks associated with manufacturing operations outside the United States
DroppedRisks Related to Aeva’s Business and Industry
Our business depends substantially on the efforts of highly skilled personnel, and our operations may be severely disrupted if we lost their services
DroppedRisks Related to Aeva’s Business and Industry
We may be subject to product liability or warranty claims that could result in significant direct or indirect costs, which could adversely affect Aeva’s business and operating results
DroppedRisks Related to Aeva’s Business and Industry
If we or our suppliers do not maintain sufficient inventory or do not adequately manage our respective inventory, we could lose sales or incur higher inventory-related expenses, which could negatively affect Aeva’s operating results
DroppedRisks Related to Aeva’s Business and Industry
Adverse conditions in the automotive industry or the global economy more generally could have adverse effects on Aeva’s results of operations
DroppedRisks Related to Aeva’s Business and Industry
We may not be able to anticipate changing customer and consumer preferences or respond quickly enough to changes in technology and standards to be able to develop and introduce commercially viable products
DroppedRisks Related to Aeva’s Business and Industry
Since many of the markets in which we compete are new and rapidly evolving, it is difficult to forecast long-term end-customer adoption rates and demand for Aeva’s products
DroppedRisks Related to Aeva’s Business and Industry
We currently rely on a small number of customers and our business and financial condition would be adversely affected if these customers terminated or if they were unable to pay their invoices
DroppedRisks Related to Aeva’s Business and Industry
If we are unable to establish and maintain confidence in Aeva’s long-term business prospects among customers and analysts and within our industry, or if we are subject to negative publicity, then Aeva’s financial condition, operating results, business prospects and access to capital may suffer materially
DroppedRisks Related to Aeva’s Business and Industry
Our investments in educating our customers and potential customers about the advantages of Aeva’s 4D LiDAR technology and its applications may not result in sales of Aeva’s products or services
DroppedRisks Related to Aeva’s Business and Industry
We operate in a highly competitive market and some market participants have substantially greater resources. We compete against a large number of both established competitors and new market entrants with respect to, among other things, cost, product specifications and technology
DroppedRisks Related to Aeva’s Business and Industry
The markets in which we compete are characterized by rapid technological change, which requires us to continue to develop new products and product innovations and could adversely affect market adoption of our products
DroppedRisks Related to Aeva’s Business and Industry
Future issuances of equity or debt securities, including from the issuance of preferred stock to Sylebra or upon Sylebra’s exercise of warrants for our common stock, may adversely affect us, including the market price of our common stock and may be dilutive to existing stockholders
DroppedRisks Related to Aeva’s Business and Industry
Developments in alternative technology may adversely affect the demand for Aeva’s 4D LiDAR technology
DroppedRisks Related to Aeva’s Business and Industry
Because LiDAR is new in most of the markets we are seeking to enter, our forecasts of market growth may not be accurate
DroppedRisks Related to Aeva’s Business and Industry
Our business is subject to the risks of earthquakes, fires, floods and other natural catastrophic events, global pandemics and interruptions by man-made problems, such as terrorism. Material disruptions of our business or information systems resulting from these events could adversely affect Aeva’s operating results
DroppedRisks Related to Aeva’s Business and Industry
Interruption or failure of Aeva’s information technology and communications systems could impact our ability to effectively provide our products and services
DroppedRisks Related to Aeva’s Business and Industry
Our ability to use our net operating loss carryforwards and certain other tax attributes may be limited
DroppedLegal and Regulatory Risks
We are subject to governmental export and import control laws and regulations. Our failure to comply with these laws and regulations could have an adverse effect on Aeva’s business, prospects, financial condition and results of operations
DroppedLegal and Regulatory Risks
Changes to trade policy, tariffs and import/export regulations may have a material adverse effect on our business, financial condition and results of operations
DroppedLegal and Regulatory Risks
Our business may be adversely affected by regulations affecting the automobile safety and autonomous driving markets
DroppedLegal and Regulatory Risks
require vehicles to have more safety contents per vehicle and more advanced safety products, including active safety and driver assistance technology, which is a growth driver for the Company
DroppedLegal and Regulatory Risks
We are subject to legal and regulatory proceedings and commercial or contractual disputes from time to time, which could have an adverse effect on our profitability and financial position
DroppedLegal and Regulatory Risks
We are subject to, and must remain in compliance with, numerous laws and governmental regulations across various jurisdictions concerning the manufacturing, use, distribution and sale of our products. Some of our customers also require that we comply with their own unique requirements relating to these matters
DroppedLegal and Regulatory Risks
We are subject to various environmental laws and regulations that could impose substantial costs
DroppedLegal and Regulatory Risks
Our business may be adversely affected by changes in automotive, consumer electronics, LiDAR sensor and laser safety regulations or concerns that drive further regulation of the automobile, consumer electronics, LiDAR sensor and laser markets
DroppedLegal and Regulatory Risks
Autonomous and ADAS features may be delayed in adoption by OEMs, and Aeva’s business impacted, as additional emissions and safety requirements are imposed on vehicle manufacturers
DroppedLegal and Regulatory Risks
Aeva’s business may be adversely affected if we fail to comply with the regulatory requirements under the Federal Food, Drug, and Cosmetic Act or the Food and Drug Administration (the “FDA”)
DroppedRisks Related to Aeva’s Intellectual Property
We may not be able to adequately protect or enforce our intellectual property rights or prevent unauthorized parties from copying or reverse engineering our products or technology. Our efforts to protect and enforce our intellectual property rights and prevent third parties from violating our rights may be costly
DroppedRisks Related to Aeva’s Intellectual Property
Third-party claims that Aeva is infringing intellectual property, whether successful or not, could subject us to costly and time-consuming litigation or expensive licenses, and our business could be adversely affected
DroppedRisks Related to Aeva’s Intellectual Property
Our Second Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws provide that we will indemnify our directors and officers, in each case to the fullest extent permitted by Delaware law
DroppedRisks Related to Aeva’s Intellectual Property
Our intellectual property applications, including patent applications, may not be approved or granted or may take longer than expected to result in approval or grant, which may have a material adverse effect on our ability to prevent others from commercially exploiting products similar to Aeva’s
DroppedRisks Related to Aeva’s Intellectual Property
In addition to patented technology, we rely on our unpatented proprietary technology, trade secrets, designs, experiences, workflows, data, processes, and know-how
DroppedRisks Related to Aeva’s Intellectual Property
We may be subject to damages resulting from claims that Aeva or our current or former employees have wrongfully used or disclosed alleged trade secrets of current or former employees’ former employers
DroppedRisks Related to Being a Public Company
We are required to maintain effective internal control over financial reporting. If we are unable to maintain such controls, investor confidence may be adversely affected and, as a result, the value of our common stock could decline
DroppedRisks Related to Being a Public Company
If we fail to maintain an effective system of internal controls, our ability to produce timely and accurate financial statements or comply with applicable regulations could be adversely affected
DroppedRisks Related to Being a Public Company
We are incurring, and will continue to incur, significant increased expenses and administrative burdens as a public company, which could have an adverse effect on our business, financial condition and results of operations
DroppedRisks Related to Being a Public Company
Aeva’s management team has limited experience managing and operating a public company
DroppedRisks Related to Being a Public Company
If we fail to satisfy the continued listing requirements of NASDAQ, NASDAQ may take steps to delist our securities. Such a delisting would likely have a negative effect on the price of the securities and would impair the ability of stockholders to sell or purchase their securities
DroppedRisks Related to Being a Public Company
Regulations related to conflict minerals may cause Aeva to incur additional expenses and could limit the supply and increase the costs of certain metals used in the manufacturing of our products
DroppedRisks Related to Our Common Stock
If we do not meet the expectations of investors or securities analysts, the market price of Aeva's securities may decline
DroppedRisks Related to Our Common Stock
general economic and political conditions such as recessions, interest rates, fuel prices, international currency fluctuations and geopolitical tensions or acts of war or terrorism
DroppedRisks Related to Our Common Stock
If securities or industry analysts do not publish or cease publishing research or reports about Aeva, our business, or our market, or if they adversely change their recommendations regarding Aeva’s securities, the price and trading volume of Aeva’s securities could decline
DroppedRisks Related to Our Common Stock
Your ownership in our common stock may be diluted by additional equity issuances
DroppedRisks Related to Our Common Stock
Our second amended and restated certificate of incorporation contains anti-takeover provisions that could adversely affect the rights of our stockholders
DroppedRisks Related to Our Common Stock
a staggered board whereby our directors are divided into three classes, with each class subject to retirement and re-election once every three years on a rotating basis
DroppedRisks Related to Our Common Stock
Because we have no current plans to pay cash dividends on our common stock for the foreseeable future, you may not receive any return on investment unless you sell the common stock for a price greater than that which you paid for it

All 88 risk factors

Headings as the filing states them, in filing order.

Other

01Our Chief Technology Officer is tasked with assessing and managing significant cybersecurity risks across the Company based on the assessments of our IT Director . Our IT Director brings substantial IT and Information Security expertise from various roles in the technology industryNew
02Ite m 3. Legal ProceedingsNew
03Securities Authorized for Issuance under Equity Compensation PlansNew
04It em 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsNew
05Our vision is to bring perception to broad applications. Through our FMCW sensing technology, we believe we are introducing the world’s first 4D LiDAR-on-chip that, along with our proprietary software applications, has the potential to enable the adoption of LIDAR across broad applicationsNew
06Key Factors Affecting Aeva’s Operating ResultsNew
07Revenue consists of sales of perception solutions or sensing systems and non-recurring engineering servicesNew
08Cost of revenue and gross profitNew
09General and administrative expensesNew
10Selling and marketing expensesNew
11Comparison of Year Ended December 31, 2025 and 2024New
12General and administrativeNew
13Litigation settlement, netNew
14Change in fair value of warrant liabilityNew
15Fair value gain on settlement of share subscription liabilityNew
16Other income (expense), netNew
17Our capital requirements depend on many factors, including production capacity and sales volume, the timing and spending to support research and development efforts, investments in information technology, the expansion of sales and marketing activities, and market adoption of new and enhanced products and featuresNew
18Critical Accounting EstimatesNew
19Warrants and Share SubscriptionsNew
20Provision for Anticipated Losses on ContractsNew
21Recent Accounting PronouncementsNew
22Opinion on the Financial StatementsNew
23Critical Audit Matter DescriptionNew
24subscription arrangement (SSA). Around the same time, the Company also executed a Joint Development Agreement (JDA) with LGIT to provide non-recurring engineering (NRE) services for a fixed consideration of $7.5 millionNew
25How the Critical Audit Matter Was Addressed in the AuditNew
26We tested the design and implementation of internal controls over the Company’s process for capturing and accounting for the Share Subscription Agreement and Joint Development AgreementNew
27With the assistance of our fair value specialists, we evaluated the reasonableness of the methodology, assumptions and inputs used by Management to estimate the fair value of the SSANew
28Adjustments to reconcile net loss to net cash used in operatingNew
29Supplemental disclosure of noncash investing and financingNew
30The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding annual financial reportingNew
31Principles of Consolidation and LiquidityNew
32Significant Risks and UncertaintiesNew
33Concentration of Credit RiskNew
34The Company’s cash and cash equivalents, accounts receivable, other current assets, accounts payable, accrued liabilities and accrued employee costs approximate their fair value due to their short maturitiesNew
35Non-Marketable Equity Investments Measured Using the Measurement AlternativeNew
36Rent expense for operating leases is recognized on a straight-line basis over the lease term and is included in operating expenses on the consolidated statements of operations and comprehensive loss. Variable lease payments include lease operating expensesNew
37Cash and Cash Equivalent and Marketable SecuritiesNew
38Property, Plant, and Equipm entNew
39Impairment of Long-Lived AssetsNew
40Nature of Products and Services and Revenue RecognitionNew
41Arrangements with Multiple Performance ObligationsNew
42Other Policies, Judgments and Practical ExpedientsNew
43Commitments and ContingenciesNew
44Foreign Currency TranslationNew
45Disaggregation of RevenuesNew
46Revenue by primary geographicalNew
47Point in time revenue was primarily related to product revenue and over time revenue was from non-recurring engineering servicesNew
48Contract Assets and Contract LiabilitiesNew
49Remaining Performance ObligationsNew
50Note 3. Financial InstrumentsNew
51During the year ended December 31, 2021, the Company purchased certain intellectual property for a total consideration of approximately $ 4.5 million in cash. The assets acquired primarily consists of intellectual property (patents)New
52Note 6. Property, Plant and EquipmentNew
53Note 7. Other current assetsNew
54Note 8. Other non-current assetsNew
55Note 9. Other current liabilitiesNew
56Standby Equity Purchase AgreementNew
57On May 13, 2025, the Company entered into a strategic collaboration with LGIT. In connection with this partnership, the parties entered into a LG Subscription Agreement , and a JDA, (collectively referred to as the “LGIT Transaction”)New
58The LG Private Placement closed on August 20, 2025. Accordingly, the Company issued 3,509,719 shares of common stock to LGIT at a price of $ 9.26 per share upon receipt of gross proceeds of $ 32.5 millionNew
59In November 2025, the Company issued $ 100.0 million aggregate principal amount of 4.375 % Convertible Senior Notes due 2032 (the “Convertible Notes”) in a private placement transaction. The proceeds from the issuance of the Convertible Notes, net of debt issuance costs, were $ 96.7 millionNew
60Weighted average shares of common stock outstandingNew
61Net loss per share attributable to common stockholdersNew
62The Company maintains the 2016 Stock Incentive Plan and the 2021 Incentive Award Plan (the “Stock Plans”) under which incentive stock options, non-qualified stock options and RSUs may be granted to employees. Under the Stock Plans, the Company has 405,221 shares available for issuance as of December 31, 2025New
63Restricted Stock Units (“RSUs”) and Performance-based Restricted Stock Units (“PBRSUs”)New
64As of December 31, 2025, t he total unrecognized compensation expense related to the market-based PBRSUs was $ 0.3 million, which is expected to be amortized over a weighted-average period of 2.0 yearsNew
65The total fair value of restricted stock awards vested for the years ended December 31, 2025, 2024 and 2023, was $ 45.8 million, $ 6.5 million, and $ 6.2 million, respectivelyNew
66Employee Stock Purchase PlanNew
67Components of Income Before TaxesNew
68Components of Tax ExpenseNew
69Net deferred tax assets (liabilities)New
70The Company also has federal and California research and development tax credit carryforwards of $ 34.3 million and $ 23.9 million, respectively. The federal research credit carryforwards will expire in 2036 and California research credits can be carried forward indefinitelyNew
71Unrecognized Tax BenefitsNew
72There are no amounts included in the balance of unrecognized tax benefits as of December 31, 2025, 2024 and 2023, that, if recognized, would affect the effective tax rateNew
73Variable lease costs for the years ended December 31, 2025 and 2024, were $ 0.5 million and $ 0.6 million, respectivelyNew
74Litigation – other mattersNew
75Note 16. Segment InformationNew
76The measure of segment assets is reported on the balance sheet as total assets. The CODM does not review segment assets at a level other than as presented in the Company's consolidated balance sheetsNew
77Evaluation of disclosure controls and proceduresNew
78Management’s Annual Report on internal control over financial reportingNew
79Changes in internal control over financial reportingNew
80Inherent limitations on effectiveness of controlsNew
81It em 9B. Other InformationNew
82The information required by this item is incorporated by reference from our definitive Proxy Statement to be filed with the Securities and Exchange Commission in connection with our 2026 Annual Meeting of Stockholders within 120 days after the end of the fiscal year ended December 31, 2025 (the “Proxy Statement”)New
83It em 15. Exhibits, Financial Statement SchedulesNew
84Second Amended and Restated Certificate of Incorporation of Aeva Technologies, Inc. (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed by the Registrant on March 18, 2021)New
85Shareholder Agreement, dated as of November 8, 2023, by and among the Company and investment entities affiliated with Sylebra Capital Limited (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed by the Registrant on November 8, 2023)New
86Third Amendment to Standby Equity Purchase Agreement, dated June 30, 2025, by and among the Company and investment entities affiliated with Sylebra Capital Limited. (incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q filed by the Registrant on August 6, 2025)New
87# Indicates a management contract or any compensatory plan, contract or arrangementNew
88Soroush Salehian DardashtiNew

Other Aeva Technologies 10-Ks

FY2024 10-K risk factors
70 risks
Aeva relies heavily on its top two customers, who generated 72% of 2024 revenue, and on two key founders.
Filed Mar 21, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.