Bloom Energy CorporationBE
Recorded

Bloom Energy Corporation AGM 2026

Review the key takeaways and the transcript of this earnings call.

PeriodFY 2026Duration29 minParticipants4

Transcript

Preview the first fifteen paragraphs, organized by speaker.

Operator

Welcome to the annual meeting for Bloom Energy Corporation. Our host for today's call is K.R. Sridhar, Founder, Chairman of the Board of Directors, and CEO. I would now like to turn the call over to your host. Mr. Sridhar, you may begin.

K.R. SridharFounder, Chairman, and CEO

Good morning, ladies and gentlemen. I'm KR Sridhar, Founder, Chairman of the Board of Directors, and CEO of Bloom Energy. It's my pleasure to welcome you to the 2026 annual meeting of stockholders of Bloom Energy Corporation. We appreciate your attendance, your interest, and more importantly, your support of Bloom Energy. It is now 9:00 A.M., and I would like to call this meeting to order. Consistent with the past several years, this year's annual meeting is also being conducted in a virtual-only format. We've designed the format of this year's meeting to ensure that our stockholders who have logged into today's meeting using their control number will be afforded similar rights and opportunities to participate as they would at an in-person meeting.

K.R. SridharFounder, Chairman, and CEO

In addition, we have allowed stockholders to provide questions prior to the meeting, which we will address in the Q&A portion of the meeting after the formal business has been concluded, unless the questions pertain to one of the proposals, in which case we will address it at that time. The meeting format will follow the agenda displayed on the virtual meeting website. We will first conduct the formal business portion of the meeting. During the meeting, questions from stockholders should pertain to the proposals being considered at that particular time. After the formal part of the meeting, we will adjourn, and I will review the company's recent business activities. Please reserve any questions pertaining to the business until that time. In order to ensure an orderly meeting, we ask that everyone follow the meeting rules of conduct and procedures posted on the virtual meeting website.

K.R. SridharFounder, Chairman, and CEO

If you experience any technical difficulties during the meeting, please call the technical support number posted on the virtual meeting website. With me today is Shawn Soderberg, Bloom's Chief Legal Officer and Corporate Secretary. Ms. Soderberg will act as secretary of this meeting. Also present at the meeting today are members of our board of directors, whom I would like to introduce. I would like to introduce our Lead Independent Director, Jeff Immelt, who's also a Class II director nominee. The rest of our Class II director nominees, Barbara Berger, Jim Snabe, and Eddy Zervigon. Our other independent directors in attendance today are Michael J. Boskin, John T. Chambers, Cynthia J. Warner, Mary K. Bush, and Gary Pinkus. I would also like to take this opportunity to introduce our Bloom leadership team in addition to Shawn and myself.

K.R. SridharFounder, Chairman, and CEO

First, I would like to welcome our new CFO, Simon Edwards, to his first Bloom annual meeting. Over the past year, we have been deliberate in our search for a new CFO. It was important to us that we not only find the right CFO for Bloom today, but the right leader and business partner to help Bloom scale for the future. Simon brings a rare combination of capabilities with his systems engineering background, 10 years of financial experience at GE, experience in the development of disciplined operating models and scaling manufacturing for complex environments, and AI industry experience as he was most recently CFO of ROC.

K.R. SridharFounder, Chairman, and CEO

Moving on to the rest of the team, we also have Satish Chitoori, Chief Operations Officer, Aman Joshi, Chief Commercial Officer, Carl Cottuli, Head of Development Engineering, Ravi Prasher, Chief Technology Officer, Deepak Shukla, Head of Services and Systems Operations, Aaron Hoover, Head of Business and Corporate Development, Karen Maxwell, Head of Quality and Reliability, James Roth, Head of Government Affairs and Policy, Natalie Sunderland, Chief Marketing Officer, Sonja Wilkerson, Chief People Officer, and Chris Long, Head of Program Management. We also have present today Amy Parker, our lead audit director from Deloitte & Touche, the company's independent auditor, and our inspector of elections is Mr. Patrick Tracy, a representative of CT Hagberg, who has been appointed as the inspector of elections for this meeting and has provided his oath of inspector of election prior to the meeting.

K.R. SridharFounder, Chairman, and CEO

At this time, I would like to ask our Corporate Secretary, Shawn Soderberg, to remind you of the ground rules for the meeting.

Shawn SoderbergChief Legal Officer and Corporate Secretary

Thank you, K.R. The rules of conduct and procedure are set forth on the virtual meeting website, and we ask that they be followed throughout this meeting. As set forth in the meeting conduct and procedures, the stockholder can ask the question at any time during the meeting by typing the question into the Ask a Question field on the virtual meeting website and clicking Submit. Only appropriate questions relevant to the purposes of the meeting and the company's business will be addressed. The representatives of Deloitte are available to answer any audit-related questions from stockholders. K.R.'s remarks today and our answers to questions may contain forward-looking statements, including expectations, projections, and other potential future events. The actual results may vary and may differ materially from these forward-looking statements due to risks and uncertainties provided in our annual report on Form 10-K and our other SEC filings.

K.R. SridharFounder, Chairman, and CEO

At this time, I would like to ask Shawn to confirm that notice for this meeting was appropriately provided and there are sufficient shares represented at this meeting, either virtually or by proxy, to constitute a quorum for the purpose of transacting business.

Shawn SoderbergChief Legal Officer and Corporate Secretary

They are. I can report that notice of this meeting was duly given and that an affidavit of distribution has been provided. I have an affidavit of distribution certifying that notices of the annual meeting were mailed commencing on or about April 8th, 2026. A copy of the notice of the meeting and the affidavit of distribution will be incorporated into the minutes of this meeting. All stockholders of record at the close of business on the record date of March 24th, 2026, are entitled to vote at the annual meeting. As of the record date, there were 284 million shares of Class A common stock outstanding and entitled to vote.

Shawn SoderbergChief Legal Officer and Corporate Secretary

We are informed by the Inspector of Elections that there are represented at the meeting, virtually or by proxy, more than 50% of the voting power of all shares outstanding on the record date, and therefore a quorum is present. The meeting is now duly convened for purposes of transacting such business as may properly come before it.

K.R. SridharFounder, Chairman, and CEO

The next order of business is the direction of the matters to be voted on at today's meeting. We have five proposals to be voted on at this meeting by the stockholders of the company. Voting will commence after all proposals have been presented. If you have a question regarding any of these proposals, please submit your questions to the virtual meeting website at this time. The first proposal is the election of four Class II directors to serve a three-year term expiring at the 2029 annual meeting of stockholders and until their successors are duly elected and qualified. The Board of Directors of the company has nominated the following individuals for election as Class II directors: Jeff Immelt, Barbara Berger, Jim Snabe, and Eddy Zervigon. The company has an advanced notice provision in its bylaws. Accordingly, all nominations are closed. Proposal number two. The second proposal is an advisory non-binding vote to approve the compensation of our named executive officers.

K.R. SridharFounder, Chairman, and CEO

Proposal number 3 is the ratification of appointment of the independent registered public accounting firm. The Audit Committee of the Board of Directors has appointed Deloitte & Touche as independent registered public accounting firm to audit the company's consolidated financial statements for the fiscal year ending December 31, 2026, and we are asking our stockholders to ratify this appointment as a matter of good corporate practice. The fourth proposal is the amendment of our restated certificate of incorporation to provide for officer exculpation as permitted by Delaware law. The fifth and last proposal is the amendment of our restated certificate of incorporation to remove outdated references to Class B common stock now that our dual-class stock structure has sunset and all Class B common stock has been As there are no questions pertaining to the proposals, we'll move on to voting.

Shawn SoderbergChief Legal Officer and Corporate Secretary

It is now 9:10 A.M. The polls are open. I'll get the voting process started. Shareholders attending this meeting can vote their shares online by clicking the Vote Here button on their screen. Stockholders who have voted their proxies by internet or by phone or who have sent in their proxy cards by mail do not need to vote again at this time unless they wish to change their earlier vote or they requested a legal proxy to attend the meeting. I now ask that stockholders who have not yet voted or who wish to change their vote do so now through the virtual meeting website. We now appear to have completed all voting. It is 9:17 A.M. I hereby declare the polls closed.

Shawn SoderbergChief Legal Officer and Corporate Secretary

The electronic votes and proxies will be held in the records of the Inspector of Election. The Inspector of Election has counted the votes received by proxy prior to the meeting and will count all votes received electronically at the meeting today. They are based on the preliminary report from the Inspector of Election. I can report that all director nominees have been elected to serve as Class II directors and to serve a three-year term expiring at the 2029 annual meeting of stockholders.

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