What the changes say
- Solid Power's risk profile now addresses artificial intelligence integration, expanded equity distribution through an ATM, and specific warrant settlement terms.
What changed since the prior 10-K
New
- NewRisks Related to Legal and Regulatory Compliance
experience a breach or system failure, their business could be disrupted, which could result in a disruption in our supply chain or our research and development activities
We face risks from potential cybersecurity breaches, system failures, and compliance with evolving data privacy regulations affecting our IT infrastructure and supply chain.
- NewRisks Related to Legal and Regulatory Compliance
We are subject to risks associated with artificial intelligence and machine learning technologies
Integrating artificial intelligence into our business processes presents risks of data leakage, training methodology flaws, and intellectual property protection issues.
- NewRisks Related to our Common Stock and the Warrants
The price of our common stock may be volatile, and holders of our common stock could lose a significant portion of their investment if the price of our common stock declines
Our common stock price may experience high volatility due to development delays, commercialization hurdles, or market fluctuations.
- NewRisks Related to our Common Stock and the Warrants
Information available in public media that is published by third parties, including blogs, articles, message boards, and social and other media may include statements not attributable to the Company and may not be reliable or accurate
Unreliable third-party media coverage and social media posts not attributable to us could negatively impact our stock and warrant prices.
- NewRisks Related to our Common Stock and the Warrants
The Common Warrants, Public Warrants (as defined below), or Private Placement Warrants (as defined below) may not ever be in the money, and they may expire worthless
Our warrants, including Public Warrants with an $11.50 exercise price and Common Warrants at $7.25, may never be in the money and could expire worthless.
- NewRisks Related to our Common Stock and the Warrants
Holders of Warrants have no rights as common stockholders until such holders exercise their Warrants and acquire shares of our common stock
Warrant holders have no voting or dividend rights as common stockholders until they formally exercise their warrants to acquire shares.
- NewRisks Related to our Common Stock and the Warrants
In certain circumstances, we may be required to settle the value of the Common Warrants in cash
We may be required to settle the value of Common Warrants in cash or alternative consideration if we enter into a fundamental transaction like a merger or asset sale.
Dropped
- DroppedRisks Related to Development and Commercialization
We are seeking additional partners with which to collaborate in the development of our technology. Our inability to enter into development relationships with additional partners may impair our ability to control the timing of our development activities, sell our electrolyte, or generate licensing revenue
- DroppedRisks Related to Intellectual Property
competitors using our intellectual property to offer products, loss of our competitive advantage, and harm to our reputation and could have a material adverse effect on our business, prospects, results of operations, and financial condition
- DroppedRisks Related to Intellectual Property
redesign our products at significant expense
- DroppedRisks Related to Legal and Regulatory Compliance
suppliers, or customers are subject, or any changes in enforcement, administration, or interpretation of such laws or regulations, could interfere have a material adverse effect on our business, prospects, results of operations, and financial condition
- DroppedRisks Related to our Common Stock and the Warrants
Sales of a substantial number of shares of our common stock in the public market could occur at any time. These sales, or the perception in the market that the holders of a large number of shares intend to sell shares, could reduce the price of our common stock and Warrants
- DroppedRisks Related to our Common Stock and the Warrants
We may not realize the anticipated benefits of our stock repurchase program, and any failure to repurchase shares of our common stock may adversely impact the price of our common stock
- DroppedRisks Related to our Common Stock and the Warrants
The exercise price for the Warrants is $11.50 per share of common stock. There can be no assurance that the Warrants will ever be in the money prior to their expiration, and as such, the Warrants may expire worthless
- DroppedRisks Related to our Common Stock and the Warrants
Solid Power, Inc. | 2024 Form 10-K | 32
Reworded
- 100% rewrittenRisks Related to Development and Commercialization
Solid Power, Inc. | 2025 Form 10-K | 17
Shifted focus from partnership dependency to risks surrounding partners sharing joint intellectual property and potentially exploiting developments detrimentally.
Was: Solid Power, Inc. | 2024 Form 10-K | 17
- 100% rewrittenRisks Related to Development and Commercialization
Solid Power, Inc. | 2025 Form 10-K | 18
Added specific operational risks regarding third-party cell manufacturing, partner delays, capacity constraints, potential disputes, and supplier quality deviations.
Was: Solid Power, Inc. | 2024 Form 10-K | 18
- 100% rewrittenRisks Related to Industry and Market Trends
Solid Power, Inc. | 2025 Form 10-K | 22
Replaced pandemic-specific supply chain disruptions with general inventory estimation risks, supplier lead times, and potential shipment delays affecting revenues.
Was: Solid Power, Inc. | 2024 Form 10-K | 21
- 100% rewrittenRisks Related to Intellectual Property
Solid Power, Inc. | 2025 Form 10-K | 23
Expanded IP infringement risks to detail potential insufficiency of licensor indemnification to cover our legal costs and losses.
Was: Solid Power, Inc. | 2024 Form 10-K | 22
- 100% rewrittenRisks Related to Finance and Accounting
Solid Power, Inc. | 2025 Form 10-K | 27
Added specific mention of banks being taken into receivership by the FDIC and uninsured cash deposits.
Was: Solid Power, Inc. | 2024 Form 10-K | 26
- 100% rewrittenRisks Related to our Common Stock and the Warrants
The price of our common stock and Warrants could be adversely impacted by sales of substantial amounts of our common stock or Warrants in the public market or the perception that such sales could occur
Added disclosure regarding a September 2025 Equity Distribution Agreement with Oppenheimer & Co. Inc. for an ATM offering of up to $150.0 million.
- 100% rewrittenRisks Related to our Common Stock and the Warrants
Solid Power, Inc. | 2025 Form 10-K | 32
Replaced stock repurchase program risks with governance-related risks, including bylaws requiring a 66 2/3% stockholder vote to alter provisions and Delaware exclusive forum designation.
Was: Solid Power, Inc. | 2024 Form 10-K | 30
- 100% rewrittenRisks Related to Industry and Market Trends
Solid Power, Inc. | 2025 Form 10-K | 21
Added mention of the 2024 government-backed CASIP initiative and increased competitive threats from new entrants in the solid-state battery space.
Was: Solid Power, Inc. | 2024 Form 10-K | 20
- 100% rewrittenRisks Related to Development and Commercialization
Solid Power, Inc. | 2025 Form 10-K | 14
Was: Solid Power, Inc. | 2024 Form 10-K | 13
- 100% rewrittenRisks Related to our Common Stock and the Warrants
Solid Power, Inc. | 2025 Form 10-K | 33
Was: Solid Power, Inc. | 2024 Form 10-K | 31
- 99% rewrittenRisks Related to Development and Commercialization
Solid Power, Inc. | 2025 Form 10-K | 15
Was: Solid Power, Inc. | 2024 Form 10-K | 14
- 98% rewrittenRisks Related to Legal and Regulatory Compliance
Solid Power, Inc. | 2025 Form 10-K | 28
Was: Solid Power, Inc. | 2024 Form 10-K | 29
- 97% rewrittenRisks Related to Development and Commercialization
Solid Power, Inc. | 2025 Form 10-K | 19
Was: Solid Power, Inc. | 2024 Form 10-K | 19
- 96% rewrittenRisks Related to Our Limited Operating History
Solid Power, Inc. | 2025 Form 10-K | 24
Was: Solid Power, Inc. | 2024 Form 10-K | 25
- 94% rewrittenRisks Related to Development and Commercialization
Solid Power, Inc. | 2025 Form 10-K | 16
Was: Solid Power, Inc. | 2024 Form 10-K | 16
- 91% rewrittenRisks Related to Development and Commercialization
We are subject to risks relating to the construction of facilities for our short-term research and development and long-term electrolyte production requirements
Was: We are subject to risks relating to the construction and development of facilities for our short-term research and development and long-term electrolyte production requirements
- 82% rewrittenRisks Related to Development and Commercialization
The non-exclusive nature of our agreements exposes us to the risk that our partners may elect to pursue other battery cell technologies or partners
- 77% rewrittenRisks Related to Our Limited Operating History
We are a research and development stage company with a history of financial losses and expect to incur significant expenses and continuing losses for the foreseeable future
- 75% rewrittenRisks Related to Development and Commercialization
Substantial increases in the prices for our raw materials and components, some of which are obtained from a limited number of sources where demand may exceed supply, could materially and adversely affect our business
- 74% rewrittenRisks Related to Industry and Market Trends
The battery market continues to evolve and is highly competitive, and we may not be successful in competing in this market or establishing and maintaining confidence in our long-term prospects among current and future partners and customers
- 74% rewrittenRisks Related to Development and Commercialization
Our business depends on our ability to manage our relationships with existing and future partners, customers, suppliers, and contractors, and we may not successfully manage these business relationships
- 71% rewrittenRisks Related to Development and Commercialization
We rely on government contracts and grants for a portion of our revenue and to partially fund our research and development activities, and such contracts and grants are subject to a number of uncertainties, challenges, and risks
- 69% rewritten
Summary of the Material Risks Associated with Our Business
- 69% rewrittenRisks Related to Industry and Market Trends
We may not be able to accurately estimate future demand for our technology, which could result in a variety of inefficiencies in our business, hinder our ability to generate revenue, and cause us to incur additional costs or experience delays
- 65% rewritten
Solid Power, Inc. | 2025 Form 10-K | 12
Was: Solid Power, Inc. | 2024 Form 10-K | 12
- 64% rewrittenRisks Related to Development and Commercialization
Even if we successfully license our cell technology, we are subject to risks relating to production scale manufacturing of cells using our technology through partners in the long term
Was: Even if we successfully license our cell technology, we are subject to risks relating to production scale manufacturing of our cells through partners in the long term
- 64% rewrittenRisks Related to Finance and Accounting
Incorrect estimates or assumptions by management in the preparation of our consolidated financial statements could adversely impact our reported assets, liabilities, income, revenue, or expenses
- 63% rewrittenRisks Related to Development and Commercialization
We may not successfully commercially license our cell technology to OEMs or cell manufacturers or generate material revenue from our cell technology
Was: We may not successfully complete development of our cell designs, commercially license our cell technology to OEMs or cell manufacturers, or generate material revenue from our cell technology
- 53% rewrittenRisks Related to Our Limited Operating History
If we fail to effectively manage our future growth, we may not be able to market and license the technology and know-how to sell our electrolyte or manufacture our cells
- 52% rewrittenRisks Related to Legal and Regulatory Compliance
We are subject to substantial regulation, and changes to, or failure by us to comply with, these regulations could have a material adverse effect on our business, prospects, results of operations, and financial condition
- 51% rewrittenRisks Related to Finance and Accounting
We maintain cash deposits in excess of federally insured limits. Adverse developments affecting financial institutions, including bank failures, could adversely impact our liquidity and financial performance
- 48% rewrittenRisks Related to Our Limited Operating History
We may require additional capital to support business growth, and this capital might not be available on commercially reasonable terms or at all
- 46% rewrittenRisks Related to Development and Commercialization
If we fail to meet certain milestones or requirements under certain of our agreements within the required time frames or extend or modify the terms of these agreements, our partners may terminate the agreements and discontinue their partnership with us
Was: If we fail to develop solid-state battery cells for commercialization or meet certain milestones under certain of our agreements within the required time frames, our partners may terminate the agreements
- 44% rewrittenRisks Related to Intellectual Property
We rely heavily on owned and exclusively-licensed intellectual property, including patent rights, trade secrets, copyrights, trademarks, and know-how, and we may be unable to protect and maintain access to these intellectual property rights
- 42% rewrittenRisks Related to Development and Commercialization
If we are unable to attract and retain key employees and qualified personnel, our ability to compete could be harmed
- 39% rewrittenRisks Related to Legal and Regulatory Compliance
We may be adversely impacted by a disruption or failure of our information technology infrastructure, data security breach, or failure to comply with privacy laws
- 26% rewrittenRisks Related to Development and Commercialization
We rely heavily on complex equipment for our operations, and the production of our technology involves a significant degree of risk and uncertainty in terms of operational performance and costs
- 20% rewrittenRisks Related to Development and Commercialization
It will be challenging to develop sulfide-based solid electrolyte capable of production at volume and with acceptable performance, yields, and costs
- 20% rewrittenRisks Related to Development and Commercialization
A global pandemic (e.g., COVID-19) and associated responses could disrupt our business and operations
All 64 risk factors
Headings as the filing states them, in filing order.
Other
- 01Our business is subject to numerous risks and uncertainties that you should be aware of in evaluating our business. If any such risks and uncertainties materialize, our business, prospects, results of operations, and financial condition could be materially and adversely affected
- 02Summary of the Material Risks Associated with Our Business69% rewritten
- 03Solid Power, Inc. | 2025 Form 10-K | 1265% rewritten
Risks Related to Development and Commercialization
- 04Solid Power, Inc. | 2025 Form 10-K | 14100% rewritten
- 05It will be challenging to develop sulfide-based solid electrolyte capable of production at volume and with acceptable performance, yields, and costs20% rewritten
- 06We have not reached agreement with our partners on economic terms for the commercial sale of electrolyte or licensing of our cell technology. As a result, our projections of revenue and other financial results are uncertain
- 07We may not successfully commercially license our cell technology to OEMs or cell manufacturers or generate material revenue from our cell technology63% rewritten
- 08Solid Power, Inc. | 2025 Form 10-K | 1599% rewritten
- 09We have only conducted preliminary safety testing on our cells. Any cells using our technology will require additional and extensive safety testing prior to being installed in EVs
- 10If we are unable to attract and retain key employees and qualified personnel, our ability to compete could be harmed42% rewritten
- 11Solid Power, Inc. | 2025 Form 10-K | 1694% rewritten
- 12The non-exclusive nature of our agreements exposes us to the risk that our partners may elect to pursue other battery cell technologies or partners82% rewritten
- 13If we fail to meet certain milestones or requirements under certain of our agreements within the required time frames or extend or modify the terms of these agreements, our partners may terminate the agreements and discontinue their partnership with us46% rewritten
- 14Our business depends on our ability to manage our relationships with existing and future partners, customers, suppliers, and contractors, and we may not successfully manage these business relationships74% rewritten
- 15Solid Power, Inc. | 2025 Form 10-K | 17100% rewritten
- 16We are subject to risks relating to the construction of facilities for our short-term research and development and long-term electrolyte production requirements91% rewritten
- 17Even if we successfully license our cell technology, we are subject to risks relating to production scale manufacturing of cells using our technology through partners in the long term64% rewritten
- 18Solid Power, Inc. | 2025 Form 10-K | 18100% rewritten
- 19We rely heavily on complex equipment for our operations, and the production of our technology involves a significant degree of risk and uncertainty in terms of operational performance and costs26% rewritten
- 20We rely on government contracts and grants for a portion of our revenue and to partially fund our research and development activities, and such contracts and grants are subject to a number of uncertainties, challenges, and risks71% rewritten
- 21Solid Power, Inc. | 2025 Form 10-K | 1997% rewritten
- 22Substantial increases in the prices for our raw materials and components, some of which are obtained from a limited number of sources where demand may exceed supply, could materially and adversely affect our business75% rewritten
- 23Accidents and severe weather conditions, natural disasters, or other catastrophic events could adversely impact our facilities and operations
- 24A global pandemic (e.g., COVID-19) and associated responses could disrupt our business and operations20% rewritten
Risks Related to Industry and Market Trends
- 25The battery market continues to evolve and is highly competitive, and we may not be successful in competing in this market or establishing and maintaining confidence in our long-term prospects among current and future partners and customers74% rewritten
- 26Solid Power, Inc. | 2025 Form 10-K | 21100% rewritten
- 27Our future growth and success are dependent upon consumers’ willingness to adopt EVs
- 28We may not be able to accurately estimate future demand for our technology, which could result in a variety of inefficiencies in our business, hinder our ability to generate revenue, and cause us to incur additional costs or experience delays69% rewritten
- 29Solid Power, Inc. | 2025 Form 10-K | 22100% rewritten
Risks Related to Intellectual Property
- 30We rely heavily on owned and exclusively-licensed intellectual property, including patent rights, trade secrets, copyrights, trademarks, and know-how, and we may be unable to protect and maintain access to these intellectual property rights44% rewritten
- 31Solid Power, Inc. | 2025 Form 10-K | 23100% rewritten
- 32There are risks to our intellectual property based on our international business operations
- 33Our patent applications may not result in issued patents, and our patent rights may be contested, circumvented, invalidated, or limited in scope
Risks Related to Our Limited Operating History
- 34Our business plan has yet to be tested, and we may not succeed in executing on our strategic plans, including commercialization
- 35We are a research and development stage company with a history of financial losses and expect to incur significant expenses and continuing losses for the foreseeable future77% rewritten
- 36Solid Power, Inc. | 2025 Form 10-K | 2496% rewritten
- 37We may require additional capital to support business growth, and this capital might not be available on commercially reasonable terms or at all48% rewritten
- 38We may be unable to adequately control the costs associated with our operations and the components necessary to develop our technology
- 39If we fail to effectively manage our future growth, we may not be able to market and license the technology and know-how to sell our electrolyte or manufacture our cells53% rewritten
- 40We may not succeed in establishing, maintaining, and strengthening our brand, which could adversely impact customer acceptance of our technology
Risks Related to Finance and Accounting
- 41Incorrect estimates or assumptions by management in the preparation of our consolidated financial statements could adversely impact our reported assets, liabilities, income, revenue, or expenses64% rewritten
- 42We incur significant expenses and administrative burdens as a public company
- 43Our business could also be adversely impacted if we have deficiencies in our disclosure controls and procedures or internal control over financial reporting as required by SOX
- 44We may not realize the anticipated benefits of our transactions with a strategic partner in the Republic of Korea and issuance of stock to two individuals who provide services to this partner
- 45Our ability to utilize any net operating losses or tax credit carryforwards to offset taxable income may be subject to certain limitations
- 46We maintain cash deposits in excess of federally insured limits. Adverse developments affecting financial institutions, including bank failures, could adversely impact our liquidity and financial performance51% rewritten
- 47Solid Power, Inc. | 2025 Form 10-K | 27100% rewritten
Risks Related to Legal and Regulatory Compliance
- 48We have been, and may in the future be, subject to lawsuits, regulatory actions, or government investigations and inquiries which could lead us to incur significant costs or harm our reputation
- 49We are subject to substantial regulation, and changes to, or failure by us to comply with, these regulations could have a material adverse effect on our business, prospects, results of operations, and financial condition52% rewritten
- 50Solid Power, Inc. | 2025 Form 10-K | 2898% rewritten
- 51We may be adversely impacted by a disruption or failure of our information technology infrastructure, data security breach, or failure to comply with privacy laws39% rewritten
- 52experience a breach or system failure, their business could be disrupted, which could result in a disruption in our supply chain or our research and development activitiesNew
- 53We are subject to risks associated with artificial intelligence and machine learning technologiesNew
- 54Changes in relevant tax laws or regulations, an adverse interpretation of these items by tax authorities, or changes to our obligations as a result of expanded business operations could adversely impact our effective tax rate and tax liability
Risks Related to our Common Stock and the Warrants
- 55The price of our common stock and Warrants could be adversely impacted by sales of substantial amounts of our common stock or Warrants in the public market or the perception that such sales could occur100% rewritten
- 56The price of our common stock may be volatile, and holders of our common stock could lose a significant portion of their investment if the price of our common stock declinesNew
- 57If securities or industry analysts do not publish, or publish inaccurate or unfavorable, research about us, our business, or our market, or if they adversely change their recommendations regarding our common stock, the price and trading volume of our common stock and Warrants could decline
- 58Information available in public media that is published by third parties, including blogs, articles, message boards, and social and other media may include statements not attributable to the Company and may not be reliable or accurateNew
- 59The issuance of additional shares of common stock under our equity incentive compensation plans or employee stock purchase plan or shares of preferred stock would dilute the interest of our stockholders and may present other risks
- 60Solid Power, Inc. | 2025 Form 10-K | 32100% rewritten
- 61The Common Warrants, Public Warrants (as defined below), or Private Placement Warrants (as defined below) may not ever be in the money, and they may expire worthlessNew
- 62Solid Power, Inc. | 2025 Form 10-K | 33100% rewritten
- 63Holders of Warrants have no rights as common stockholders until such holders exercise their Warrants and acquire shares of our common stockNew
- 64In certain circumstances, we may be required to settle the value of the Common Warrants in cashNew
Other Solid Power 10-Ks
- FY2024 10-K risk factors65 risks
Solid Power faces heavy risks in scaling sulfide-based solid electrolyte production and securing commercial partner agreements. The company remains in a pre-revenue R&D stage with persistent operating losses. Future success depends entirely on EV market adoption and protecting proprietary solid-state battery intellectual property.
Filed Feb 28, 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.