UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 6, 2021
 
Aspen Aerogels, Inc.
(Exact name of Registrant as Specified in Its Charter)

Delaware	001-36481	04-3559972	
(State or Other Jurisdiction
of Incorporation)	(Commission File Number)	(IRS Employer
Identification No.)	
 	 	 	
30 Forbes Road, Building B,
Northborough, MA	 	01532	
(Address of Principal Executive Offices)	 	(Zip Code)	
Registrant’s Telephone Number, Including Area Code: (508) 691-1111
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)	
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)	
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))	
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))	
 
Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of exchange on which registered	
Common Stock	ASPN	The New York Stock Exchange	
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company                ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐

 

 
Item 7.01 Regulation FD Disclosure.
On May 6, 2021, the Company issued a press release, which is attached here as Exhibit 99.1.
The information set forth in the press release in the Exhibit together with the forward-looking statement disclaimer therein, is incorporated by reference into this Item 7.01 of this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number	 	Description	
99.1	 	Press Release issued by Aspen Aerogels, Inc. on May 6, 2021	
 	 	 	
104	 	Cover Page Interactive Data File (embedded within the Inline XBRL document)	
 	 	 	
The press release may contain hypertext links to information on our website. The information on our website is not incorporated by reference into this Current Report on Form 8-K and does not constitute a part of this Form 8-K.
The information contained in this Current Report on Form 8-K and Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 	 	Aspen Aerogels, Inc.	
 	 	 	 	
Date: May 6, 2021	 	By:	/s/ John F. Fairbanks	
 	 	Name:	John F. Fairbanks	
 	 	Title:	Vice President, Chief Financial Officer and Treasurer	

Exhibit 99.1
 
Aspen Aerogels Sues Italian Building Materials Company For
Patent Infringement
 
Patent complaint filed against AMA for the sale of Chinese made aerogel products
 
NORTHBOROUGH, Mass., May 6, 2021— Aspen Aerogels, Inc. (NYSE: ASPN) (“Aspen”) announced today that it has filed a patent infringement action at the Court of Genoa against AMA S.p.A. and AMA Composites S.r.l. (collectively, “AMA”) related to the import and sale of aerogel products from China.
 
Aspen collected evidence relevant to the case through a court-ordered search of AMA’s premises. Aspen asserts that AMA infringes several of Aspen’s patents, including those previously enforced successfully against Nano Hi-Tech Co. Ltd. and Guangdong Alison Co. Ltd. in Germany. Aspen is seeking monetary damages and an injunction against AMA’s allegedly infringing activities.
 
“Our patent portfolio has been consistently validated in the courts in the United States, Europe and Asia. The Chinese manufacturers have also been found to infringe our patents in multiple jurisdictions. We maintain that Chinese-made aerogel blankets, sheets, parts, packages, or panels violate Aspen’s patents, irrespective of the assertions made by the Chinese manufacturers. With our action against AMA, we send a clear message that we will enforce our intellectual property against any importer, distributor, reseller or customer of aerogel products that we believe infringe our patents,” said Donald R. Young, President and CEO of Aspen.
 
“Our core strategy is to invest in the research, development, commercialization and protection of our proprietary Aerogel Technology Platform worldwide. Companies that infringe our intellectual property are unfairly misappropriating our technology. We strongly believe the Italian courts will confirm that the Chinese-made aerogel products infringe our patents, just like their counterparts in the U.S. and Germany have previously done,” concluded Mr. Young.
 
About Aspen Aerogels, Inc.
Aspen is a technology leader in sustainability. The company’s aerogel technology enables its customers and partners to achieve their own objectives around the global megatrends of resource efficiency, e-mobility and clean energy. Aspen’s PyroThinTM products enable solutions to thermal runaway challenges within the electric vehicle market. The company’s carbon aerogel program seeks to increase the performance of lithium-ion battery cells to enable EV manufacturers to extend the driving range and reduce the cost of electric vehicles. Aspen’s Spaceloft® products provide building owners with industry-leading energy efficiency and fire safety. The company’s Cryogel® and Pyrogel® products are valued by the world’s largest energy infrastructure companies. Aspen’s strategy is to partner with world-class industry leaders to leverage its aerogel technology platform into additional high-value markets. Headquartered in Northborough, Mass., Aspen manufactures its products at its East Providence, R.I. facility. For more information, please visit www.aerogel.com.
Investor Relations Contact
John F. Fairbanks
Chief Financial Officer
Phone: +1 508-691-1150
jfairbanks@aerogel.com

 
Special Note Regarding Forward-Looking and Cautionary Statements
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties that could cause actual results to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. These statements are not historical facts but rather are based on Aspen’s current expectations, estimates and projections regarding Aspen’s business, operations and other factors relating thereto. Words such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “predict,” “potential,” “continue,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates,” “outlook,” and similar expressions are used to identify these forward-looking statements. Such forward-looking statements include statements regarding, among other things: (i) beliefs about the outcome of any patent enforcement or appeals process in connection with such patent enforcement action, including the one against AMA at the Court of Genoa; (ii) beliefs about Aspen’s intellectual property and technology strategy and its implementation; (iii) beliefs about Aspen’s aerogel technology platform and resulting commercial opportunities; (iv) beliefs about Aspen’s plans or intentions to take patent enforcement actions; (v) expectations about the cost, timing or likelihood of success of Aspen’s patent enforcement actions and validity challenges; and (vi) beliefs about Aspen’s ability to fund necessary patent enforcement or defense actions. All such forward-looking statements are based on management’s present expectations and are subject to certain factors, risks and uncertainties that may cause actual results, outcome of events, timing and performance to differ materially from those expressed or implied by such statements. These risks and uncertainties include, but are not limited to, the following: any failure to enforce any of Aspen’s patents; any future finding of invalidity of any patent in any jurisdiction or on appeal; any failure to obtain sufficient additional capital to pursue Aspen’s technology, patent enforcement, or patent defense strategy; the competition Aspen faces in its business; the loss of any direct customer, including distributors, contractors and OEMs; and the other risk factors discussed under the heading “Risk Factors” contained in our Annual Report on Form 10-K for the year ended December 31, 2020 and filed with the Securities and Exchange Commission (“SEC”) on March 12, 2021, as well as any updates to those risk factors filed from time to time in our subsequent periodic and current reports filed with the SEC. All statements contained in this press release are made only as of the date of this press release, and Aspen does not intend to update this information unless required by law.