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Form 3 Energy Vault Holdings, For: May 25 Filed by: Ladwa Akshay

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June 5, 2023 4:07 PM EDT
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 *
Ladwa Akshay
(Last) (First) (Middle)
4360 PARK TERRACE DRIVE,
SUITE 100
(Street)
WESTLAKE VILLAGE CA 91361
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/25/2023 		3. Issuer Name and Ticker or Trading Symbol
Energy Vault Holdings, Inc. [ NRGV ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Engineering Officer
 5. 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 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)
Common Stock 1,148,060 (1)
D
 
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
Stock Option   (2) 05/19/2030 Common Stock 600,000 1.86 D  
Explanation of Responses:
1. Includes 918,758 restricted stock units (?RSUs?), which represent a contingent right to receive one share of Common Stock for each RSU. The original grant of RSUs vest as follows: (i) 508,013 RSUs vest with respect to 25% of the underlying shares on October 31, 2022 and as to 1/48th monthly thereafter; (ii) 535,000 RSUs vest with respect to 25% of the underlying shares on February 28, 2023 and as to 6.25% quarterly thereafter; and (iii) 200,000 RSUs vest with respect to 33.2% of the underlying shares on October 31, 2023 and as to 8.35% quarterly thereafter. As of May 25, 2023, a total of 94,953 shares of Common Stock were disposed of to cover tax obligations due upon vesting of 324,255 RSUs.
2. The stock option vests in three substantially equal annual installments beginning on May 4, 2024.
Remarks:
Exhibit 24- Power of Attorney
/s/ Timothy Maloche, Attorney-in-Fact 06/05/2023
** 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 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

ATTACHMENTS / EXHIBITS

EX-24


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