Fluence Energy (FLNC) Form 3 Fluence Energy / Investment Authority Qatar ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Qatar Investment Authority

(Last) (First) (Middle)

OOREDOO TOWER (BUILDING 14),

AL DAFNA ST (ST 801), AL DAFNA (ZONE 61)

(Street)

DOHA S3 00000

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/28/2021

3. Issuer Name and Ticker or Trading Symbol
Fluence Energy, Inc. [ FLNC ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	18,493,275	I	See Explanation of Responses(1)(2)(3)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Qatar Investment Authority

(Last) (First) (Middle)

OOREDOO TOWER (BUILDING 14),

AL DAFNA ST (ST 801), AL DAFNA (ZONE 61)

(Street)

DOHA S3 00000

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Qatar Holding LLC

(Last) (First) (Middle)

OOREDOO TOWER (BUILDING 14),

AL DAFNA ST (ST 801), AL DAFNA (ZONE 61)

(Street)

DOHA S3 00000

(City) (State) (Zip)

Explanation of Responses:

1. This Form 3 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Qatar Investment Authority ("QIA") and (ii) Qatar Holding LLC, a limited liability company formed pursuant to the regulations of the Qatar Financial Centre and wholly-owned subsidiary of QIA ("QH"). QIA is the sole member of QH. QH is the sole member of QIA Florence Holding LLC ("QIAFH"), a limited liability company formed pursuant to the regulations of the State of Delaware. On October 27, 2021, QIAFH merged with and into Fluence Energy, Inc., with Fluence Energy, Inc. surviving.

2. After giving effect to the QIAFH merger into Fluence Energy, Inc., QH directly holds 18,493,275 shares of Class A Common Stock of the Issuer.

3. Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

	/s/ Andrew Watkins, Associate General Counsel, Compliance, Legal, Qatar Investment Authority	10/28/2021
	/s/ Andrew Watkins, Associate General Counsel, Compliance, Legal, Qatar Holding LLC	10/28/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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