Form SCHEDULE 13D/A Solid Power, Inc. Filed by: BMW Holding B.V.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
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Solid Power, Inc. (Name of Issuer) |
Common Stock, par value $0.0001 per share (Title of Class of Securities) |
(CUSIP Number) |
Glenn Ramcharan Financial Director, BMW Holding B.V., Einsteinlaan 5 Rijswijk, P7, 2289 CC 31-70-4133-294 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
04/20/2026 (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. |
| 1 |
Name of reporting person
BMW Holding B.V. | ||||||||
| 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 | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
NETHERLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
10,488,518.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
4.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
BMW INTEC Beteiligungs GmbH | ||||||||
| 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 | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
GERMANY
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
10,488,518.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
4.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
HC, OO |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Bayerische Motoren Werke AG | ||||||||
| 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 | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
GERMANY
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
10,488,518.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
4.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO, HC |
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock, par value $0.0001 per share |
| (b) | Name of Issuer:
Solid Power, Inc. |
| (c) | Address of Issuer's Principal Executive Offices:
486 S. PIERCE AVE., SUITE E,, LOUISVILLE,
COLORADO
, 80027. |
| Item 4. | Purpose of Transaction |
Item 4 is hereby amended and supplemented as follows (capitalized terms have the meanings ascribed to them in the Schedule 13D filed by the Reporting Persons on December 20, 2021):
As announced in the Company's Current Report on Form 8-K, as filed with the Securities and Exchange Commission on April 24, 2026, on April 20, 2026 Rainer Feurer, an executive within BMW Group, provided notice to the Company of his intention to retire from the Board of Directors effective June 30, 2026. Dr. Feurer's decision to retire and step down from the Board of Directors was not the result of any disagreement on matters relating to the Company's operations, policies or practices. BMW Holding continues to retain its director nomination rights. | |
| Item 5. | Interest in Securities of the Issuer |
| (c) | Based on information in the Company's Current Report on Form 8-K, as filed with the Securities and Exchange Commission on January 29, 2026, the Reporting Persons ceased to beneficially own more than 5% of the Common Stock on or about January 29, 2026. |
| Item 7. | Material to be Filed as Exhibits. |
Exhibit 99.1 Joint Filing Agreement and Power of Attorney, by and among the Reporting Persons, incorporated by reference to Exhibit 99.1 to the Schedule 13D filed by the Reporting Persons on December 20, 2021
Exhibit 99.2 Board Nomination and Support Agreement dated as of May 5, 2021, by and between Solid Power, Inc., BMW Holding B.V., and those certain stockholders listed on Schedule A thereto (incorporated by reference from Exhibit 4.4 to the Registration Statement on Form S-4 (Registration No. 333-258681) of Solid Power, Inc. (f.k.a, Decarbonization Plus Acquisition Corporation III), previously filed as Exhibit 99.2 to the Schedule 13D filed by the Reporting Persons on December 20, 2021. |
| 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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