Fluence Energy (FLNC) Form 4 Fluence Energy / Dennis Fehr ownership change

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Fehr Dennis

(Last) (First) (Middle)

C/O FLUENCE ENERGY, INC.

4601 FAIRFAX DRIVE, SUITE 600

(Street)

ARLINGTON VA 22203

(City) (State) (Zip)

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

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP & Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2022

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	09/02/2022		M		104	A	$2.45	30,694	D
Class A Common Stock	09/02/2022		S(1)		104	D	$18.8085(2)	30,590	D
Class A Common Stock	09/06/2022		M		3,546	A	$2.45	34,136	D
Class A Common Stock	09/06/2022		S(1)		3,546	D	$18.4574(3)	30,590	D
Class A Common Stock	09/06/2022		M		12,665	A	$2.45	43,255	D
Class A Common Stock	09/06/2022		S(1)		12,665	D	$18.4259(4)	30,590	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option	$2.45	09/02/2022		M			104	(5)	04/02/2031	Class A Common Stock	104	$0	455,570	D
Stock Option	$2.45	09/06/2022		M			3,546	(5)	04/02/2031	Class A Common Stock	3,546	$0	452,024	D
Stock Option	$2.45	09/06/2022		M			12,665	(5)	04/02/2031	Class A Common Stock	12,665	$0	439,359	D

Explanation of Responses:

1. Proceeds from the sale were used to pay the exercise price of such portion of the stock option, pursuant to a broker-assisted cashless exercise, and applicable withholding taxes.

2. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple open market transactions at prices ranging from $18.80 to $18.81, inclusive. The Reporting Person undertakes to provide to Fluence Energy, Inc. ("Fluence"), any security holder of Fluence, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range indicated in this footnote.

3. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple open market transactions at prices ranging from $18.45 to $18.47, inclusive. The Reporting Person undertakes to provide to Fluence, any security holder of Fluence, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range indicated in this footnote.

4. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple open market transactions at prices ranging from $18.4 to $18.47, inclusive. The Reporting Person undertakes to provide to Fluence, any security holder of Fluence, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range indicated in this footnote.

5. Represents part of a single option award grant initially for an aggregate 455,674 shares, which vests in three equal annual installments. 1/3rd of the aggregate shares subject to the option became vested and exercisable on April 2, 2022.

Remarks:

	/s/ Francis A. Fuselier as Attorney-in-fact for Dennis Fehr	09/07/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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