Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
|
Bloom Energy Corp (Name of Issuer) |
Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) |
093712107 (CUSIP Number) |
Joonsik Chai 19 Yulgok-ro 2-gil, Jongno-gu Seoul, M5, 03149 82-2-3700-9201 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
07/10/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 093712107 |
| 1 |
Name of reporting person
SK ecoplant Co., Ltd. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
 (a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC, BK | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
KOREA, REPUBLIC OF
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
13,491,701.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
5.8 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
|
| CUSIP No. | 093712107 |
| 1 |
Name of reporting person
Econovation, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF, WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
KOREA, REPUBLI
C OF
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
13,491,701.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
5.8 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
|
| CUSIP No. | 093712107 |
| 1 |
Name of reporting person
Blooming Green Energy Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
KOREA, REPUBLIC OF
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
0.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0.0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
|
| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Class A Common Stock, par value $0.0001 per share | |
| (b) | Name of Issuer:
Bloom Energy Corp | |
| (c) | Address of Issuer's Principal Executive Offices:
4353 NORTH FIRST STREET, 4353 NORTH FIRST STREET, SAN JOSE,
CALIFORNIA
, 95134. | |
Item 1 Comment:
This Amendment No. 6 (this "Amendment") amends the Schedule 13D filed on October 4, 2022, as amended by Amendment No. 1, filed on December 12, 2022, Amendment No. 2, filed on March 14, 2023, Amendment No. 3, filed on March 24, 2023, Amendment No. 4, filed on April 19, 2023, and Amendment No. 5, filed on September 23, 2023, and is made pursuant to Rule 13d-1(a) of the Act. SK ecoplant Co., Ltd's ("SK") beneficial ownership of the Class A Common Stock of Bloom Energy Corporation (the "Issuer") consists of 13,491,701 shares of Class A Common Stock held by Econovation, LLC ("Econovation"), of which SK is the managing member. SK and Econovation share voting power over the 13,491,701 shares of the Issuer's Class A Common Stock as a result of SK being the managing member of Econovation. Blooming Green Energy Limited (the "SPC") is deemed a member of a group with SK and Econovation with respect to the 13,491,701 shares of the Issuer's Class A Common Stock held by Econovation; however, because SK is currently the managing member of Econovation, the SPC is not deemed to have voting or dispositive power over the 13,491,701 shares of the Issuer's Class A Common Stock and is therefore not a beneficial owner of such shares. This Amendment discloses the sale by SK of 10,000,000 shares of the Class A Common Stock of the Issuer as further described in Item 5(c). | ||
| Item 2. | Identity and Background | |
| (a) | Item 2 of Schedule 15D is hereby amended and supplemented by the information set forth on Schedule I hereto. | |
| (b) | See Schedule I. | |
| (c) | See Schedule I. | |
| (d) | See Schedule I. | |
| (e) | See Schedule I. | |
| (f) | See Schedule I. | |
| Item 3. | Source and Amount of Funds or Other Consideration | |
N/A | ||
| Item 4. | Purpose of Transaction | |
N/A | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | The aggregate number and percentage of the Class A Common Stock beneficially owned by SK and the number of shares as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition are set forth on rows 7 through 11 and row 13 of the cover pages of this Schedule 13D and are hereby incorporated herein by reference. Calculations of the percentage of the shares of Class A Common Stock beneficially owned are based on 232,228,606 shares of Class A Common Stock of Issuer outstanding as of April 25, 2025 as reported by the Issuer in its Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025. | |
| (b) | The aggregate number and percentage of the Class A Common Stock beneficially owned by Econovation and the number of shares as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition are set forth on rows 7 through 11 and row 13 of the cover pages of this Schedule 13D and are hereby incorporated herein by reference. Calculations of the percentage of the shares of Class A Common Stock beneficially owned are based on 232,228,606 shares of Class A Common Stock of Issuer outstanding as of April 25, 2025 as reported by the Issuer in its Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025. | |
| (c) | On July 10, 2025, SK sold 10,000,000 shares of the Class A Common Stock of the Issuer in a Rule 144 block sale at a price per share of $27.60, for aggregate gross proceeds of $276,000,000.00. Except as set forth in this Schedule 13D/A, neither SK, Econovation, nor the SPC has effected any transactions in the Class A Common Stock of the Issuer in the past 60 days. | |
| (d) | Except as described in this Schedule 13D/A, no other person is known by SK, Econovation, or the SPC to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Class A Common Stock of the Issuer beneficially owned by SK or Econovation. | |
| (e) | N/A | |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer | |
N/A | ||
| Item 7. | Material to be Filed as Exhibits. | |
A Securities Purchase Agreement, dated October 23, 2021, by and between Bloom Energy Corporation and SK ecoplant Co., Ltd. (incorporated by reference, filed with the SEC with Amendment No. 1 on December 12, 2022). B Side Letter, dated August 16, 2022, by and between Bloom Energy Corporation and SK ecoplant Co., Ltd. (incorporated by reference, filed with the SEC with Amendment No. 1 on December 12, 2022). C Amendment to Side Letter, dated December 6, 2022, by and between Bloom Energy Corporation and SK ecoplant Co., Ltd. (incorporated by reference, filed with the SEC with Amendment No. 1 on December 12, 2022). D Early Close Agreement, dated February 27, 2023, by and among Bloom Energy Corporation, SK ecoplant Co., Ltd. and Econovation, LLC (incorporated by reference, filed with the SEC with Amendment No. 2 on March 14, 2023). E Securities Purchase Agreement, dated March 9, 2023, by and among Econovation, LLC, SK ecoplant Co., Ltd., Blooming Green Energy Limited and ESG Blooming Private Equity Fund (incorporated by reference, filed with the SEC with Amendment No. 2 on March 14, 2023). F Amendments to Securities Purchase Agreement and Investor Agreement, dated March 20, 2023, by and between Bloom Energy Corporation and SK ecoplant Co., Ltd. (incorporated by reference, filed with the SEC with Amendment No. 3 on March 24, 2023). G Certificate of Designation of Series B Redeemable Convertible Preferred Stock, dated March 20, 2023, by Bloom Energy Corporation (incorporated by reference, filed with the SEC with Amendment No. 3 on March 24, 2023). H Contribution Agreement, dated March 23, 2023, by and between SK ecoplant Co., Ltd. and Econovation, LLC (incorporated by reference, filed with the SEC with Amendment No. 3 on March 24, 2023). I Amended and Restated Securities Purchase Agreement, dated March 24, 2023, by and among Econovation, LLC, SK ecoplant Co., Ltd., Blooming Green Energy Limited and ESG Blooming Private Equity Fund (incorporated by reference, filed with the SEC with Amendment No. 3 on March 24, 2023). J Amended and Restated Limited Liability Company Agreement, dated March 24, 2023, by and between SK ecoplant Co., Ltd. and Blooming Green Energy Limited (incorporated by reference, filed with the SEC with Amendment No. 3 on March 24, 2023). K Members Agreement, dated March 24, 2023, by and among SK ecoplant Co., Ltd., Blooming Green Energy Limited and Econovation, LLC (incorporated by reference, filed with the SEC with Amendment No. 3 on March 24, 2023). L Shareholder's Loan Agreement, dated March 20, 2023, by and between SK ecoplant Co., Ltd. and Bloom Energy Corporation (incorporated by reference, filed with the S
EC with Amendment No. 3 on March 24, 2023). M Certificate of Amendment to the Certificate of Designation of Series B Redeemable Convertible Preferred Stock, dated April 18, 2023, by Bloom Energy Corporation (incorporated by reference, filed with the SEC with Amendment No. 4 on April 19, 2023). N Amendment No. 1 to the Amended and Restated Securities Purchase Agreement, dated April 14, 2023, by and among Econovation, LLC, SK ecoplant Co., Ltd., Blooming Green Energy Limited and ESG Blooming Private Equity Fund (incorporated by reference, filed with the SEC with Amendment No. 4 on April 19, 2023). O Investor Agreement, dated December 29, 2021, by and between Bloom Energy Corporation and SK ecoplant Co., Ltd. (incorporated by reference, filed with the SEC with Amendment No. 1 on December 12, 2022). P Joint Venture Agreement, dated September 24, 2019, by and between Bloom Energy Corporation and SK ecoplant Co., Ltd. (incorporated by reference, filed with the SEC with Amendment No. 1 on December 12, 2022). Q Amendment to the Joint Venture Agreement, dated October 23, 2021, by and between Bloom Energy Corporation and SK ecoplant Co., Ltd. (incorporated by reference, filed with the SEC with Amendment No. 1 on December 12, 2022). R Amended and Restated Preferred Distributor Agreement, dated October 23, 2021, by and between Bloom Energy Corporation, Bloom SK Fuel Cell, LLC and SK ecoplant Co., Ltd. (incorporated by reference, filed with the SEC with Amendment No. 1 on December 12, 2022). S Commercial Collaboration Agreement, dated October 23, 2021, by and between Bloom Energy Corporation and SK ecoplant Co., Ltd. (incorporated by reference, filed with the SEC with Amendment No. 1 on December 12, 2022). T K-Sure Overseas Investment Insurance (Investment Financing) Facility, dated December 12, 2021, by and between SK ecoplant Co., Ltd., as Borrower, and BNP Paribas, as Lender, Mandated Lead Arranger and Bookrunner (incorporated by reference, filed with the SEC with Amendment No. 1 on December 12, 2022). U The Overseas Investment Insurance (Investment Financing) Policy, dated December 21, 2021, by and among BNP Paribas Facility, SK, BNP Paribas and the Korea Trade Insurance Corporation (incorporated by reference, filed with the SEC with Amendment No. 1 on December 12, 2022). V Loan (Credit) Transaction Agreement, dated November 2021, by and between SK and The Export-Import Bank of Korea (incorporated by reference, filed with the SEC with Amendment No. 1 on December 12, 2022). W Joint Filing Agreement, dated March 10, 2023, by and among SK ecoplant Co., Ltd., Econovation, LLC and Blooming Green Energy Limited (incorporated by reference, filed with the SEC with Amendment No. 2 on March 14, 2023). | ||
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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