Form 8-K

8-K — Fluence Energy, Inc.

Accession: 0001104659-26-108270

Filed: 2026-09-16

Period: 2026-09-11

CIK: 0001868941

SIC: 3690 (MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — tm2625477d1_8k.htm (Primary)

EX-10.1 — EXHIBIT 10.1 (tm2625477d1_ex10-1.htm)

EX-99.1 — EXHIBIT 99.1 (tm2625477d1_ex99-1.htm)

EX-99.2 — EXHIBIT 99.2 (tm2625477d1_ex99-2.htm)

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8-K — FORM 8-K

8-K (Primary)

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0001868941

2026-09-11

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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):

September 11, 2026

FLUENCE

ENERGY, INC.

(Exact name of registrant as specified in its

charter)

Delaware

001-40978

87-1304612

(State

or other jurisdiction of incorporation)

(Commission

File Number)

(I.R.S.

Employer Identification No.)

2107 Wilson Boulevard, Suite 900

Arlington, Virginia 22201

(Address of principal executive offices) (Zip Code)

(833) 358-3623

(Registrant’s telephone number, including

area code)

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:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered

pursuant to Section 12(b) of the Act:

Title

of each class

Trading

Symbol(s)

Name of each exchange on which

registered

Class A Common Stock, $0.00001 par value per share

FLNC

The Nasdaq Global Select Market

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 5.02. Departure of Directors or Certain

Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of Chief Operating Officer

September 14, 2026, the Board of Directors (the “Board”) of Fluence Energy, Inc. (the “Company”, "we"

or "our") appointed Mr. Bernerd Da Santos as Executive Vice President and Chief Operating Officer of the Company, and as the

Company’s principal operating officer, to be effective as of 12:00 a.m. Eastern Time on September 15, 2026 (the “Effective

Time”). Mr. Da Santos, a former member of the Board, submitted his resignation from the Board, effective as of 11:59 p.m. Eastern

Time on September 14, 2026.

Prior

to Mr. Da Santos’ appointment as Executive Vice President and Chief Operating Officer of the Company, Mr. Da Santos, age

62, most recently served as Chairman of the AES Clean Energy Board and Senior Strategic Advisor to the President of The AES Corporation

(“AES”) from April 2026 to September 14, 2026. Prior to his most recent role at AES, Mr. Da Santos served in the following

roles at AES: Executive Vice President and President of AES’ Renewables Strategic Business Unit from June 2023 to April 2026, Executive

Vice President and Chief Operating Officer from December 2017 to July 2023, Chief Operating Officer and Senior Vice President from 2014

to 2017, Chief Financial Officer, Global Finance Operations from 2012 to 2014, Chief Financial Officer of Global Utilities from 2011 to

2012, Chief Financial Officer of Latin America and Africa from 2009 to 2011, Chief Financial Officer of Latin America from 2007 to 2009,

Managing Director of Finance for Latin America from 2005 to 2007, and VP and Controller of La Electricidad de Caracas (“EDC”)

(Venezuela). Prior to joining AES in 2000, Mr. Da Santos held a number of financial leadership positions at EDC. Prior to his departure

from AES, Mr. Da Santos also served as a member of the boards of IPALCO Enterprises, Inc., AES Andes S.A., and AES Brasil Energia S.A.

Mr. Da Santos holds a bachelor’s degree with Cum Laude distinction in Business Administration and Public Administration from Universidad

José Maria Vargas, a bachelor’s degree with Cum Laude distinction in Business Management and Finance from Universidad José

Maria Vargas, and an MBA with Cum Laude distinction from Universidad José Maria Vargas. There are no family relationships, as defined

in Item 401(d) of Regulation S-K, between Mr. Da Santos and any of the Company’s directors or executive officers, or persons nominated

or chosen to become a director or an executive officer of the Company. There is no arrangement or understanding between Mr. Da Santos

and any other person pursuant to which he was selected as the Company’s Executive Vice President and Chief Operating Officer.

As previously disclosed in

the Company’s filings with the Securities and Exchange Commission (the "SEC"), Mr. Da Santos has served as one of AES

Grid Stability, LLC’s (“AES Grid Stability”) designees on the Company’s Board pursuant to AES Grid Stability’s

director nomination rights under the Company’s Stockholders Agreement, dated as of October 27, 2021, by and among the Company, Fluence

Energy, LLC, Siemens Industry, Inc., AES Grid Stability, and Qatar Holding LLC (as amended and modified from time to time, the “Stockholders

Agreement”). AES Grid Stability is a principal stockholder of the Company and is party to a number of agreements entered into by

and among the Company and its other principal shareholders and their respective affiliates which provide a framework for the Company’s

relationship with these shareholders, including the Stockholders Agreement. In the ordinary course of our business, AES and its affiliates

have purchased, and we expect that AES and its affiliates will continue to purchase, our products and services for energy storage projects

in multiple countries. When performing our obligations pursuant to such contracts detailed above, we may, from time to time, enter into

related change orders, settlements with AES or its applicable affiliates, and other related arrangements to such underlying contracts.

The Company also provides consulting services to AES whereby the Company will advise and, in some cases, provide support to AES on procurement,

logistics, design, safety, and commissioning of projects. For additional information regarding the Company’s transactions and arrangements

with AES and its affiliates, see the section titled “Certain Relationships and Related Person Transactions” in the Company’s

definitive proxy statement for its 2026 annual meeting of stockholders, filed with the SEC on January 26, 2026.

In connection with Mr. Da

Santos’ appointment as Executive Vice President and Chief Operating Officer, he entered into an offer letter (the “Offer Letter”)

with the Company setting forth the terms of his employment. Pursuant to the terms of the Offer Letter, Mr. Da Santos' initial annual base

salary will be $650,000 and his target annual cash bonus opportunity will be 100% of his base salary, effective October 1, 2026 for fiscal

year 2027. In addition, the Company is providing a sign-on cash bonus of $700,000 to Mr. Da Santos, which will be provided with his October

2026 paycheck, subject to Mr. Da Santos' continued employment with the Company through the payment date. Mr. Da Santos will be eligible

for the Company’s annual long term incentive program, including an annual long term incentive award for fiscal year 2027 (expected

to be granted on or about December 2026) with a minimum grant value of $1,500,000. The Company also will provide Mr. Da Santos a one-time

grant of restricted stock units valued at $700,000, which will vest in full on the first anniversary of the grant date (such grant is

expected to occur with the annual long term incentive award for fiscal year 2027 on or about December 2026). Upon the Effective Time,

Mr. Da Santos will become a participant in the Company’s Executive Severance Plan (the “Severance Plan”), previously

filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on February 10, 2022. Mr. Da Santos will be

eligible to participate in the Company’s broad-based health and welfare benefit plans and following receipt of his first paycheck,

will be eligible to participate in the Company’s broad-based retirement plan. Mr. Da Santos will be subject to the Company’s

Executive Stock Ownership Policy and expected to attain an ownership level of three times his annual salary in the Company’s Class

A common stock, $0.00001 par value per share (“Class A common stock”).

The foregoing description

of the Offer Letter does not purport to be complete and is qualified in its entirety by reference to the full text of the Offer Letter,

a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

In connection with his appointment

to serve as a director of the Company, Mr. Da Santos previously entered into the Company’s standard indemnification agreement for

directors and officers (the “Fluence Form D&O Indemnification Agreement”) in the

form filed as Exhibit 10.13 to the Company’s Registration Statement on Form S-1/A (File No. 333- 259839), filed with the SEC on

October 19, 2021.

New

Director Appointment

September 14, 2026, Mr. Da Santos notified the Board of his resignation from the Board, effective at 11:59 p.m. Eastern Time on September

14, 2026. His resignation did not result from any disagreement with the Company on any matter relating to the Company’s operations,

policies, or practices.

AES

Grid Stability, acting pursuant to its rights under the Stockholders Agreement, requested that Mr. Da Santos be succeeded by Stephen Coughlin.

On September 14, 2026, the Board appointed Mr. Coughlin, Executive Vice President and Chief Financial Officer at AES, to serve as a director

on the Company’s Board to fill the AES Grid Stability designee vacancy, effective at 12:00 a.m. Eastern Time on September 15, 2026.

Mr. Coughlin was designated as a nominee to the Board by AES Grid Stability pursuant to its right under the Stockholders Agreement to

designate for nomination up to three directors to the Board so long as the AES Related Parties (as defined in the Stockholders Agreement)

beneficially own in the aggregate 20% or more of all issued and outstanding shares of the Company’s Class A common stock (including

the Underlying Class A Shares (as defined in the Stockholders Agreement)). Mr. Coughlin will serve for a term expiring at the Company’s

annual meeting of stockholders to be held in 2027 and until his respective successor is duly elected and qualified or his earlier

death, disqualification, resignation, or removal, subject to the terms of the Stockholders Agreement.

In connection with his appointment

to the Board, Mr. Coughlin has entered into the Fluence Form D&O Indemnification Agreement.

Termination of Named Executive Officer

On September 11, 2026, the

Company terminated the employment of Peter Williams, the Company’s Senior Vice President and Chief Product Officer, effective immediately.

Item 7.01. Regulation FD Disclosure.

On September 16, 2026, the

Company issued a press release revising its full fiscal year 2026 guidance. In addition, on September 16, 2026, the Company issued a second

press release announcing the appointment of the Company’s new Executive Vice President and Chief Operating Officer. The press releases

are attached as Exhibit 99.1 and 99.2 and are incorporated herein by reference.

The information in Item 7.01 of this Current Report

on Form 8-K (including Exhibit 99.1 and Exhibit 99.2 attached hereto) shall not be deemed “filed” for purposes of Section

18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that

section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange

Act, except as expressly provided by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit Number

Description

10.1

Offer Letter, dated September 14, 2026, between Fluence Energy, Inc. and Bernerd Da Santos

99.1

Press Release of Fluence Energy, Inc., dated September 16, 2026, revising fiscal year 2026 guidance

99.2

Press Release of Fluence Energy, Inc., dated September 16, 2026, announcing appointment of Executive Vice President and Chief Operating

Officer

104

Cover Page Interactive Data File (embedded within the inline XBRL document)

SIGNATURES

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.

FLUENCE ENERGY, INC.

Date: September 16, 2026

By:

/s/ Ahmed Pasha

Ahmed Pasha

Senior Vice President and Chief Financial Officer

EX-10.1 — EXHIBIT 10.1

EX-10.1

Filename: tm2625477d1_ex10-1.htm · Sequence: 2

Exhibit 10.1

4601 Fairfax Drive N.,

Suite 600 | Arlington, VA 22203

+1 833 358 3623

fluenceenergy.com

9/14/2026

Bernerd Da Santos

Dear Bernerd,

I am delighted to confirm an offer from Fluence

Energy, Inc. (“Fluence”) as the Executive Vice President and Chief Operating Officer reporting to Julian Nebreda, Chief Executive

Officer. The effective date is September 15, 2026. For this position, you will be assigned to the Arlington, Virginia office. Fluence

requires certification of your eligibility to work in the United States and will require documents evidencing such eligibility from you.

In this position you will participate in, or be eligible for, the compensation and benefits outlined below in accordance with the job

being evaluated as a member of the Executive Leadership Team. All details within this letter are dependent on approval by the Fluence

Compensation and Human Resources Committee and the Fluence Board of Directors (the “Board”).

COMPENSATION AND BENEFITS

Base Salary: Your annual base

salary will be $650,000 paid in one-twelfth monthly increments. Your annual base salary will be reviewed annually thereafter in

accordance with Fluence policy and practice, subject to approval by the Board or the Compensation and Human Resources Committee (next

scheduled review is October 2027 with an effective increase date of January 2028).

Annual Incentive Plan: You are

eligible to participate in the Fluence Annual Incentive Plan (“AIP”) effective the later of October 1, 2026, or your first

day of employment with Fluence, with a target incentive of 100% of your annual base salary as defined in the AIP plan. The AIP

award is based upon company performance measured against established objectives for the fiscal measurement year. The AIP award is typically

paid in the first business quarter following the end of each fiscal year. Your potential receipt of this AIP award is subject to approval

by the Board or the Compensation and Human Resources Committee. The plan administrator reserves the right to make determinations regarding

the plan at any time.

Benefits: You are eligible

to participate in Fluence’s Health and Welfare Benefits Programs and Fluence’s short-term and long-term disability, accidental

death and dismemberment, and life insurance plans, beginning on your first day of employment with Fluence.

Retirement: You will be eligible

to participate in The Fluence Energy Savings Plan, which is a 401(k) plan, after you receive your first paycheck. You may contribute up

to 50% of your gross salary to your account in accordance with the terms and conditions of the retirement plan and you will receive a

company matching contribution of 100% of your contributions up to 5% of your gross salary.

Long-term Incentive Award: We

also want you to share in Fluence Energy’s vision and its future. The Compensation and Human Resources Committee reviews eligibility

for the long-term incentive (LTI) program annually, generally in the first quarter of the fiscal year. Awards under the LTI program may

be delivered in the form of stock and/or cash and may be subject to time-based or performance-based vesting conditions (or a combination

of both). Based on your role, you will be eligible to participate in the annual LTI program. Your initial

LTI award, which is guaranteed, comprised of 60% Performance Stock Units and 40% Restricted Stock Units will be granted by the Company

at the same time all other executives receive their annual grant, which is currently expected in December 2026 for FY2027, in the minimum

grant value of $1,500,000. For subsequent annual LTI awards thereafter, the value of the award that you will be eligible

to receive will be determined based on a combination of information such as market data, your individual performance, and internal compensation

alignment among other similarly graded positions. Subsequent annual awards made under the LTI program will

be subject to the terms and conditions of the plan document and an award agreement. The plan administrator reserves the right to

make determinations regarding this plan at any time. Further details will be provided to you in the coming weeks.

2107 Wilson Blvd, Suite

900 | Arlington, VA 22201

+1 833 358 3623

fluenceenergy.com

Sign-on Special Cash

Bonus: You will receive a one-time cash payment of $700,000, subject to standard taxes and deductions.

This payment is not subject to clawback once paid, and will be provided on your October 2026 paycheck, provided you remain employed

with Fluence on the respective payment date.

Sign-on Long-Term

Incentive Award: In addition to your initial LTI award, you will receive an additional one-time grant of $700,000. Timing of

this grant is the same time as your initial grant, which is currently expected in December 2026. This grant will be in Restricted Stock

Units, with 100% vesting on the one-year anniversary of the grant date.

Executive Severance Plan: As

an Executive of Fluence, you are eligible to participate in the Fluence Executive Severance Plan, subject to approval by the Board of

Directors or Compensation Committee. Further details will be provided to you in the coming weeks.

Executive Officer Policies: Fluence

maintains company policies applicable to all employees. In addition, you are subject to additional policies applicable only to executives,

specifically the Fluence Executive Stock Ownership Policy and the Fluence Clawback Policy, as approved by the Compensation and Human Resources

Committee. Further details will be provided to you in the coming weeks.

New Hire Paperwork Agreement: Prior

to your first date of employment with Fluence, you will receive a list of pre-hire documents. By signing this offer, you agree to send

back all new hire paperwork no later than one week prior to starting with Fluence. If HR does not receive the signed documentation, your

start date may be delayed.

ACCEPTANCE PROCESS

Bernerd, your experience and background

will be an asset to this position, and we look forward to you joining Fluence. To confirm your acceptance of this offer, please print

this letter, sign, and return it to me by email within three business days of the date on this letter. If you have any questions concerning

the terms of this offer, please do not hesitate to contact me.

Sincerely,

Julian Nebreda

Chief Executive Officer

Your employment with Fluence Energy

is and will be “at will” employment, for an indefinite period. This means that you or the Company may terminate the employment

relationship at any time, for any reason or for no reason. No oral or written representation made by anyone at Fluence may change the

“at will” nature of this relationship. You retain the option, as does Fluence, of ending your employment with Fluence at any

time, with or without notice and with or without cause. This letter is governed by the laws of Virginia. Fluence is an “at will”

employer; this letter does not constitute a contract for employment.

Read and Accepted:

Signature:

/s/ Bernerd Da Santos

Date:

Bernerd Da Santos

Start Date: September 15, 2026

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2625477d1_ex99-1.htm · Sequence: 3

Exhibit 99.1

Fluence Energy Announces Revised Guidance for

Fiscal Year 2026; Management to Host Conference Call at 5PM Eastern Time Today

ARLINGTON, Va., September 16, 2026 – Fluence

Energy, Inc. (Nasdaq: FLNC) (“Fluence” or the “Company”), a global market leader delivering intelligent energy

storage, operational services, and asset optimization software, today announced updated expectations for fiscal year 2026 due largely

to continuing supply chain issues affecting the Company’s U.S. production.

The Company is revising its fiscal year 2026

guidance as follows:

• Revenue of approximately $2.4 billion compared to the prior guidance midpoint of approximately $3.0 billion.

• Adjusted EBITDA1

loss of approximately $200.0 million compared to prior guidance midpoint of a loss of approximately $10.0 million.

“Demand for our products has remained strong

both domestically and internationally, and our international supply chain has continued to work well. However, we continue to experience

delays in the ramp up of our contract manufacturing facility in Houston which is the primary reason we are now lowering our fiscal year

2026 financial guidance,” said Julian Nebreda, President and Chief Executive Officer. “We are taking additional steps to restructure

our operational organization and streamline planning across our supply chain, manufacturing and delivery functions, helping to position

us for stronger execution in fiscal year 2027. In concert, our contract manufacturer has implemented corrective actions that have already

yielded an increase in daily production levels.”

"Our key priority

is converting our backlog into revenue and cash, and optimizing working capital. As we continue to develop our fiscal 2027 operating and

execution plans, our objective is to generate neutral to positive operating cash flow to support our backlog without external capital.

We plan to provide a detailed business plan and a financial update for fiscal year 2027 when we report fiscal year 2026 results,"

said Ahmed Pasha, Chief Financial Officer.

Conference Call Information

The Company will conduct a teleconference starting

at 5:00 p.m. EDT today, Wednesday September 16, 2026, to discuss our revised expectations. To participate, analysts are required to register

by clicking the Registration Link. Once registered, analysts will be issued a unique PIN number

and dial-in number. Analysts are encouraged to register at least 15 minutes before the scheduled start time.

General audience participants, and non-analysts

are encouraged to join the teleconference in a listen-only mode at: Fluence Energy Listen - Only Webcast, or on https://fluenceenergy.com

by selecting Investors, News & Events, and Events & Presentations. Supplemental materials that may be referenced during the teleconference

will be available at: https://fluenceenergy.com, by selecting Investors, News & Events, and Events & Presentations.

A replay of the conference call will be available

Thursday, September 17, 2026. The replay will be available on the Company’s website at https://fluenceenergy.com

by selecting Investors, News & Events, and Events & Presentations.

Non-GAAP Financial Measures

We present our operating results in accordance

with accounting principles generally accepted in the U.S. (“GAAP”). We believe certain financial measures, such as Adjusted

EBITDA, which are non-GAAP measures, provide users of our financial statements with supplemental information that may be useful in evaluating

our operating performance. We believe that such non-GAAP measures, when read in conjunction with our operating results presented in accordance

with GAAP, can be used to better assess our performance from period to period and relative to performance of other companies in our industry,

without regard to financing methods, historical cost basis or capital structure. Such non-GAAP measures should be considered as a supplement

to, and not as a substitute for, financial measures prepared in accordance with GAAP. These measures have limitations as analytical tools,

including that other companies, including companies in our industry, may calculate these measures differently, reducing their usefulness

as comparative measures.

1 Non-GAAP

Financial Metric. See the section titled "Non-GAAP Financial Measures" for more information regarding the Company's use of

non-GAAP financial measures.

Adjusted EBITDA is calculated from the condensed

consolidated statements of operations using net income (loss) adjusted for (i) interest expense (income), net, (ii) income taxes, (iii)

depreciation and amortization, (iv) stock-based compensation, and (v) other non-recurring income or expenses. Adjusted EBITDA also includes

amounts impacting net income related to estimated payments due to related parties pursuant to the Tax Receivable Agreement, dated October

27, 2021, by and among Fluence Energy, Inc., Fluence Energy, LLC, Siemens Industry, Inc. and AES Grid Stability, LLC (the “Tax Receivable

Agreement”).

The Company is not able to provide a quantitative

reconciliation of full fiscal year 2026 Adjusted EBITDA to GAAP net income (loss) on a forward-looking basis because of the uncertainty

around certain items that may impact Adjusted EBITDA, including stock compensation and restructuring expenses, that are not within our

control or cannot be predicted at this time without unreasonable effort.

About Fluence

Fluence Energy, Inc. (Nasdaq: FLNC) is a global

market leader delivering intelligent energy storage and optimization software for renewables and storage. The Company's solutions and

operational services are helping to create a more resilient grid and unlock the full potential of renewable portfolios. With gigawatts

of projects successfully contracted, deployed, and under management across nearly 50 markets, the Company is transforming the way we power

our world for a more sustainable future.

For more information, visit our website, or follow

us on LinkedIn or X. To stay up to date on the latest industry insights, sign up for Fluence's Full Potential Blog.

Cautionary Note Regarding Forward-Looking Statements

This press release and statements that are made

on our investor call contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. We

intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section

27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934,

as amended (the “Exchange Act”). All statements other than statements of historical fact contained in this press release and

on our investor call, including without limitation, statements regarding the Company’s fiscal 2026 guidance expectations; the Company's

future results of operations and financial position, including expected revenue shifts; the Company’s future operational performance,

including expected updates to the operational organization and the implementation of the Company’s corrective action plans and related

impacts; the Company’s plans to better track execution against clear milestones; future liquidity; expectations relating to working

capital, and access to capital and cash flows; expectations underpinning the Company’s fiscal 2027 operating and financial plan

that is under development and performance of the fiscal 2027 operating and financial plan, including statements regarding the Company’s

aims to not require external capital and to generate neutral to positive operating cash flow and plans relating to balancing delivery

profile and reducing seasonality and execution concentration; potential future impact from continued delay in ramp up of the contract

manufacturing facility; anticipated impact of the corrective actions taken to date at the contract manufacturer facility; anticipated

impact from targeted Company personnel changes, including the Company’s new Executive Vice President and Chief Operating Officer;

plans regarding developing a framework to evaluate contract manufacturers and production schedules; plans related to strengthening the

Company’s supply chain and production system and processes and execution discipline; plans relating to reporting U.S. production

levels in the future, both actual and forecast; plans to deliver on the Company’s 2027 backlog; intentions to right-size the Company’s

revenue growth and corresponding investments; expectations regarding the future demand for the Company’s products and services and

the general industry; ability to deliver on our customer commitments; and projected costs, beliefs, assumptions, prospects, plans and

objectives of management and timing associated therewith. Such statements can be identified by the fact that they do not relate strictly

to historical or current facts. When used in this press release, words such as “may,” “possible,” “will,”

“should,” “seeks,” “expects,” “plans,” “anticipates,” “grows,”

“could,” “intends,” “targets,” “projects,” “contemplates,” "commits",

“believes,” “estimates,” “predicts,” “potential” or “continue” or the negative

of these terms or other similar expressions and variations thereof and similar words and expressions are intended to identify such forward-looking

statements, but the absence of these words does not mean that a statement is not forward-looking.

The forward-looking statements contained in this

press release are based on our current expectations and beliefs concerning future developments, as well as a number of assumptions concerning

future events, and their potential effects on our business. These forward-looking statements are not guarantees of performance, and there

can be no assurance that future developments affecting our business will be those that we have anticipated. These forward-looking statements

are subject to a number of risks, uncertainties, and other important factors that could cause actual results to differ materially from

those in the forward-looking statements, including, but not limited to, the elimination or expiration of government incentives or regulations

regarding renewable energy; changes in the global trade environment; fluctuations in order intake and results of operations across fiscal

periods; a significant reduction in order volume or loss of significant customers or their inability to perform under contracts; competition

for offerings and the ability to attract new customers and retain existing ones; maintaining and enhancing reputation and brand recognition;

our ability to manage recent and future growth and the expansion of our business and operations; our ability to attract and retain highly

qualified personnel; our growth depending on the success of relationships with third parties; delays, disruptions, and quality control

problems in manufacturing operations; risks associated with engineering and construction, utility interconnection, commissioning and installation

of energy storage products, cost overruns, and delays; supplier concentration and limited supplier capacity; operating as a global company

with a global supply chain; changes in the cost and availability of raw materials and underlying components; lengthy sales and installation

cycle for energy storage solutions; quality and quantity of components provided by suppliers; defects, errors, vulnerabilities, and/or

bugs in products and technology; events and incidents relating to storage, delivery, installation, operation, maintenance, and shutdowns

of products; current and planned foreign operations; failure by contract manufacturers, vendors, and suppliers to use ethical business

practices and comply with applicable laws and regulations; actual or threatened health epidemics, pandemics, or similar public health

threats; severe weather events; acquisitions made or that may be pursued; our ability to obtain financial assurances for projects; relatively

limited operating and revenue history as an independent entity and the nascent clean energy industry; anticipated increases in expenses

in the future and our ability to maintain prolonged profitability; the risk that amounts included in the pipeline and contracted backlog

may not result in actual revenue or translate into profits; restrictions set forth in current and future credit and debt agreements; our

uncertain ability to raise additional capital to execute on business opportunities; fluctuations in currency exchange rates; whether renewable

energy technologies are suitable for widespread adoption or if sufficient demand for offerings does not develop or takes longer to develop

than anticipated; our estimates on the size of the total addressable market; macroeconomic uncertainty and market conditions; interest

rates or a reduction in the availability of tax equity or project debt capital in the global financial markets and corresponding effects

on customers’ ability to finance energy storage systems and demand for energy storage solutions; the cost of electricity available

from alternative sources; a decline or delay in public acceptance of renewable energy, or increase in the cost of customer projects; increased

attention to environmental, social and governance matters; our ability to obtain, maintain, and enforce proper protection for intellectual

property, including technology; the threat of lawsuits by third parties alleging intellectual property violations; our having adequate

protection for trademarks and trade names; our ability to enforce intellectual property rights; our patent portfolio; our ability to effectively

protect data integrity of technology infrastructure, data, and other business systems; the use of open-source software; our failure to

comply with third-party license or technology agreements; our inability to license rights to use technologies on reasonable terms; compromises,

interruptions, or shutdowns of systems; use of artificial intelligence (“AI”) technologies; potential changes in tax laws

or regulations; barriers arising from current electric utility industry policies and regulations and any subsequent changes; environmental,

health, and safety laws and potential obligations, liabilities, and costs thereunder; actual or perceived failure to comply with data

privacy and data security laws, regulations, industry standards, and other requirements relating to the privacy, security, and processing

of personal information; potential future legal proceedings, regulatory disputes, and governmental inquiries; ownership of our Class A

common stock; short-seller activists; being a “controlled company” within the meaning of the rules of the Nasdaq Stock Market;

conflicts of interest by officers and directors due to positions with our continuing equity owners; relationship with our founders and

continuing equity owners; terms of our amended and restated certificate of incorporation and amended and restated bylaws; our dependence

on distributions from Fluence Energy, LLC to pay taxes and expenses and Fluence Energy, LLC’s ability to make such distributions

may be limited or restricted in certain scenarios; risks arising out of the Tax Receivable Agreement; unanticipated changes in effective

tax rates or adverse outcomes resulting from examination of tax returns; risks related to the 2030 Convertible Senior Notes; improper

and ineffective internal control over reporting to comply with the Sarbanes-Oxley Act; changes in accounting principles or their applicability;

and estimates or judgments relating to critical accounting policies; and other important factors set forth under Part I, Item 1A.“Risk

Factors” in our Annual Report on Form 10-K for the fiscal year ended September 30, 2025, filed with the U.S. Securities and Exchange

Commission (the “SEC”) on November 25, 2025, as well as in other filings we make with the SEC from time to time. New risks

and uncertainties emerge from time to time and it is not possible for us to predict all such risk factors, nor can we assess the effect

of all such risk factors on our business or the extent to which any factor or combination of factors may cause actual results to differ

materially from those contained in any forward-looking statements. Should one or more of these risks or uncertainties materialize, or

should any of the assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking

statements. You are cautioned not to place undue reliance on any forward-looking statements made in this press release. Each forward-looking

statement speaks only as of the date of the particular statement, and we undertake no obligation to publicly update or revise any forward-looking

statements to reflect events or circumstances that occur, or which we become aware of, after the date hereof, except as otherwise may

be required by law.

Analyst Contact

Chris Shelton, Vice President of Finance, Investor Relations and Sustainability

Email: InvestorRelations@fluenceenergy.com

Media Contact

Shayla Ebsen, Director of Communication

+1 605-645-7486

Email: media.na@fluenceenergy.com

EX-99.2 — EXHIBIT 99.2

EX-99.2

Filename: tm2625477d1_ex99-2.htm · Sequence: 4

Exhibit 99.2

Fluence Energy Announces Bernerd Da Santos as

Chief Operating Officer

ARLINGTON, Va., September 16, 2026 –

Fluence Energy, Inc. (Nasdaq: FLNC) (“Fluence” or the “Company”), a global market leader delivering intelligent

energy storage, operational services, and asset optimization software, today announced Bernerd Da Santos has joined the Company as its

Executive Vice President and Chief Operating Officer. In this new position, Mr. Da Santos will oversee Fluence's customer success,

product, supply chain, manufacturing, and enterprise operations organizations.

“I am excited to join Fluence at a time

of record backlog, a growing list of customers and the delivery of our new product platform, Smartstack,” said Mr. Da Santos.

“I look forward to working with our team to drive production from our contract manufacturers, optimize materials planning and streamline

delivery of Fluence products to our customers around the world.”

Mr. Da Santos most recently served as Senior

Strategic Advisor to the President of The AES Corporation (“AES”) and Chairman of the AES Clean Energy Board. Previously,

Mr. Da Santos served in the following roles at AES: Executive Vice President and President of AES’ Renewables Strategic Business

Unit from June 2023 to April 2026, Executive Vice President and Chief Operating Officer from December 2017 to July 2023,

and Chief Operating Officer and Senior Vice President from 2014 to 2017.

“Bernerd has demonstrated his ability to

improve operations in different businesses across AES, including the end-to-end transformation of AES’ supply chain organization.

I am confident he will lead the successful resolution of our operating challenges,” said Julian Nebreda, President and Chief Executive

Officer.

About Fluence

Fluence Energy, Inc. (Nasdaq: FLNC) is a

global market leader delivering intelligent energy storage and optimization software for renewables and storage. The Company's solutions

and operational services are helping to create a more resilient grid and unlock the full potential of renewable portfolios. With gigawatts

of projects successfully contracted, deployed, and under management across nearly 50 markets, the Company is transforming the way we power

our world for a more sustainable future.

For more information, visit our website, or follow

us on LinkedIn or X. To stay up to date on the latest industry insights, sign up for Fluence's Full Potential Blog.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements

within the meaning of the Private Securities Litigation Reform Act of 1995. We intend such forward-looking statements to be covered by

the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended (the

“Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

All statements other than statements of historical facts contained in this press release, including without limitation, potential impact

of management change on the Company’s business, including on the Company’s production, planning and delivery, and projected

costs, beliefs, assumptions, prospects, plans and objectives of management and timing associated therewith. Such statements can be identified

by the fact that they do not relate strictly to historical or current facts. When used in this press release, words such as “may,”

“possible,” “will,” “should,” “seeks,” “expects,” “plans,” “anticipates,”

“grows,” “could,” “intends,” “targets,” “projects,” “contemplates,”

"commits", “believes,” “estimates,” “predicts,” “potential” or “continue”

or the negative of these terms or other similar expressions and variations thereof and similar words and expressions are intended to identify

such forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.