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SCHEDULE 13D/A Filed 2026-04-02 Event 2023-10-31 SEC 0001493152-26-015017 →

Piconi Robert Energy Vault Holdings, Inc. NRGV

Stake: 13.40% Shares: 23,417,827 CUSIP: 29280W109 Class: Common Stock, par value $0.0001 per share

Item 4 — Purpose of Transaction

Settlement Agreement and Irrevocable Proxies On February 17, 2026, the Reporting Person disposed of 3,112,806 shares of Common Stock (the "Settlement Shares") pursuant to an agreement involving the transfer of shares, among other family-related matters (the "Settlement Agreement"). Pursuant to the Settlement Agreement, the Reporting Person was provided an irrevocable proxy to vote or act by written consent with regard to the Settlement Shares until the earlier of the death or incapacity of the recipient of the Settlement Shares or the bona fide transfer of the Settlement Shares for value. In addition, the Reporting Person was also granted irrevocable proxies by the trustees of certain family trusts, of which the Reporting Person no longer serves as investment advisor as a result of the Settlement Agreement. Accordingly, the Reporting Person will retain voting control over the Settlement Shares and the shares held by the family trusts. General Any actions the Reporting Person might undertake with respect to the securities beneficially owned by him in the Issuer may be made at any time and from time to time without prior notice and will be dependent upon the Reporting Person's review of numerous factors, including, but not limited to: an ongoing evaluation of the Issuer's business, financial condition, operations and prospects; price levels of the Issuer's securities; general market, industry and economic conditions; the relative attractiveness of alternative business and investment opportunities; and other future developments. The Reporting Person may acquire additional securities of the Issuer, or retain or sell all or a portion of the securities then held, in the open market or in privately negotiated transactions. The Reporting Person may also enter into financial instruments or other agreements with institutional or other counterparties that would increase or decrease the Reporting Person's economic exposure with respect to his investment in the Issuer, which instruments or agreements may or may not affect the Reporting Person's beneficial ownership in securities of the Issuer. In addition, the Reporting Person may, including in his capacity as the Chairman of the Board of Directors (the "Board") and Chief Executive Officer of the Issuer, engage in discussions with management, the Board, and other securityholders of the Issuer and other relevant parties or encourage, cause or seek to cause the Issuer or such persons to consider or explore extraordinary corporate transactions, such as: a merger, reorganization or take-private transaction that could result in the de-listing or de-registration of the Common Stock; sales or acquisitions of assets or businesses; changes to the capitalization or dividend policy of the Issuer; or other material changes to the Issuer's business or corporate structure, including changes in management or the composition of the Board. To facilitate his consideration of such matters, the Reporting Person may retain consultants and advisors and may enter into discussions with potential sources of capital and other third parties. The Reporting Person may exchange information with any such persons pursuant to appropriate confidentiality or similar agreements. The Reporting Person will likely take some or all of the foregoing steps at preliminary stages in his consideration of various possible courses of action before forming any intention to pursue any particular plan or direction. Other than as described above, the Reporting Person does not currently have any plans or proposals that relate to, or would result in, any of the matters listed in Items 4(a)-(j) of Schedule 13D, although, depending on the factors discussed herein, the Reporting Person may change his purpose or formulate different plans or proposals with respect thereto at any time.

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Short Interest · settle 2026-03-31
DTC 3.45
17,527,953 shares short · +6.6% vs prior

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