BLOOM ENERGY CORP, 10-K filed on 2/9/2026
Annual Report
v3.25.4
Cover Page - USD ($)
$ in Billions
 12 Months Ended
Dec. 31, 2025
Feb. 02, 2026
Jun. 30, 2025
Cover [Abstract]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Dec. 31, 2025    
Current Fiscal Year End Date --12-31    
Document Transition Report false    
Entity File Number 001-38598    
Entity Registrant Name BLOOM ENERGY CORPORATION    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 77-0565408    
Entity Address, Address Line One 4353 North First Street    
Entity Address, City or Town San Jose    
Entity Address, State or Province CA    
Entity Address, Postal Zip Code 95134    
City Area Code 408    
Local Phone Number 543-1500    
Title of 12(b) Security Class A Common Stock, $0.0001 par value    
Trading Symbol BE    
Security Exchange Name NYSE    
Entity Well-known Seasoned Issuer Yes    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Large Accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
ICFR Auditor Attestation Flag true    
Document Financial Statement Error Correction false    
Entity Shell Company false    
Entity Public Float     $ 3.9
Entity Common Stock, Shares Outstanding   280,548,215  
Documents Incorporated by Reference Portions of the registrant’s definitive proxy statement for the 2026 Annual Meeting of Stockholders are incorporated into Part III of this Annual Report on Form 10-K.    
Entity Central Index Key 0001664703    
Document Fiscal Year Focus 2025    
Document Fiscal Period Focus FY    
Amendment Flag false    
v3.25.4
Audit Information
 12 Months Ended
Dec. 31, 2025
Audit Information [Abstract]  
Auditor Firm ID 34
Auditor Name Deloitte & Touche LLP
Auditor Location San Jose, California
v3.25.4
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Current assets:    
Cash and cash equivalents [1] $ 2,454,108 $ 802,851
Restricted cash 1,973 110,622
Accounts receivable, less allowance for credit losses [1],[2] 371,796 335,841
Contract assets, current [3] 178,928 145,162
Inventories [1] 643,306 544,656
Deferred cost of revenue 30,651 58,792
Prepaid expenses and other current assets [1],[4] 49,805 46,203
Total current assets 3,730,567 2,044,127
Property, plant and equipment, net [1] 398,507 403,475
Investments in unconsolidated affiliates [5] 10,037 0
Operating lease right-of-use assets [1],[6] 108,541 122,489
Restricted cash 25,499 37,498
Contract assets [7] 62,258 0
Deferred cost of revenue 4,099 3,629
Other long-term assets [1],[8] 57,203 46,136
Total assets 4,396,711 2,657,354
Current liabilities:    
Accounts payable [1] 203,129 92,704
Accrued warranty [9] 20,013 16,559
Accrued expenses and other current liabilities [1],[10] 222,254 138,450
Deferred revenue and customer deposits [11] 100,975 243,314
Operating lease liabilities, current [1],[12] 22,000 19,642
Financing obligations 51,308 11,704
Recourse debt 0 114,385
Non-recourse debt [1] 4,153 0
Total current liabilities 623,832 636,758
Deferred revenue and customer deposits [13] 42,840 43,105
Operating lease liabilities, noncurrent [1],[14] 106,935 124,523
Financing obligations 192,460 244,132
Recourse debt 2,613,726 1,010,350
Non-recourse debt [1],[15] 0 4,057
Deferred profit in transactions with unconsolidated affiliates [16] 13,928 0
Other long-term liabilities 10,027 9,213
Total liabilities 3,603,748 2,072,138
Commitments and contingencies (Note 13)
Stockholders’ equity:    
Common stock: 0.0001 par value; Class A shares—600,000,000 shares authorized, and 280,045,459 shares and 229,142,474 shares issued and outstanding, and Class B shares—470,092,742 shares authorized, and no shares issued and outstanding at December 31, 2025 and 2024, respectively. 28 23
Additional paid-in capital 4,755,965 4,462,659
Accumulated other comprehensive loss (369) (2,593)
Accumulated deficit (3,986,983) (3,897,618)
Total stockholders’ equity attributable to common stockholders 768,641 562,471
Noncontrolling interest 24,322 22,745
Total stockholders’ equity 792,963 585,216
Total liabilities and stockholders’ equity $ 4,396,711 $ 2,657,354
[1] We have variable interest entity related to a joint venture in the Republic of Korea (see Note 12—Related Party Transactions in this Annual Report on Form 10-K), which represents a portion of the consolidated balances recorded within these financial statement line items.
[2] Including amounts from related parties of $151.9 million and $93.5 million as of December 31, 2025 and 2024, respectively.
[3] Including amounts from related parties of $3.0 million and $0.8 million as of December 31, 2025 and 2024, respectively.
[4] Including amount from related parties of $1.2 million and $1.2 million as of December 31, 2025 and 2024, respectively.
[5] Represent related party investments in Fund JVs (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
[6] Including amount from related parties of $1.4 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
[7] Including amount from related parties of $48.8 million as of December 31, 2025. There was no related party balance as of December 31, 2024.
[8] Including amounts from related parties of $6.0 million and $8.8 million as of December 31, 2025 and 2024, respectively
[9] Including amounts from related parties of $0.8 million and $1.2 million as of December 31, 2025 and 2024, respectively.
[10] Including amounts from related parties of $0.04 million and $4.0 million as of December 31, 2025 and 2024, respectively.
[11] Including amounts from related parties of $6.9 million and $8.9 million as of December 31, 2025 and 2024, respectively.
[12] Including amounts from related parties of $0.4 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
[13] Including amounts from related parties of $3.3 million as of December 31, 2024. There was no related party balance as of December 31, 2025
[14] Including amounts from related parties of $1.0 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
[15] Including amounts from related parties of $4.1 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
[16] Represent the excess of unrealized profit from sales to the Fund JVs over the carrying value of the related equity‑method investments (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
v3.25.4
Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Allowance for doubtful accounts [1] $ 460 $ 119
Accounts receivable [1],[2] 371,796 335,841
Contract assets, current [3] 178,928 145,162
Prepaid expenses and other current assets [1],[4] 49,805 46,203
Operating lease right-of-use assets [1],[5] 108,541 122,489
Other long-term assets [1],[6] 57,203 46,136
Accrued warranty [7] 20,013 16,559
Accrued expenses and other current liabilities [1],[8] 222,254 138,450
Deferred revenue and customer deposits [9] 100,975 243,314
Operating lease liabilities, current [1],[10] 22,000 19,642
Deferred revenue and customer deposits, current [11] 42,840 43,105
Operating lease liabilities, noncurrent [1],[12] 106,935 124,523
Non-recourse debt [1],[13] 0 4,057
Related Party    
Accounts receivable 151,932 93,510
Contract assets, current 2,967 800
Prepaid expenses and other current assets 1,247 1,215
Operating lease right-of-use assets 0 1,385
Other long-term assets 5,968 8,776
Accrued warranty 799 1,205
Accrued expenses and other current liabilities 39 3,989
Deferred revenue and customer deposits 6,879 8,857
Operating lease liabilities, current 0 442
Deferred revenue and customer deposits, current 0 3,300
Operating lease liabilities, noncurrent 0 977
Non-recourse debt $ 0 $ 4,100
Class A Common Stock    
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, authorized (in shares) 600,000,000 600,000,000
Common stock, issued (in shares) 280,045,459 229,142,474
Common stock, outstanding (in shares) 280,045,459 229,142,474
Class B common stock    
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, authorized (in shares) 470,092,742 470,092,742
Common stock, issued (in shares) 0 0
Common stock, outstanding (in shares) 0 0
[1] We have variable interest entity related to a joint venture in the Republic of Korea (see Note 12—Related Party Transactions in this Annual Report on Form 10-K), which represents a portion of the consolidated balances recorded within these financial statement line items.
[2] Including amounts from related parties of $151.9 million and $93.5 million as of December 31, 2025 and 2024, respectively.
[3] Including amounts from related parties of $3.0 million and $0.8 million as of December 31, 2025 and 2024, respectively.
[4] Including amount from related parties of $1.2 million and $1.2 million as of December 31, 2025 and 2024, respectively.
[5] Including amount from related parties of $1.4 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
[6] Including amounts from related parties of $6.0 million and $8.8 million as of December 31, 2025 and 2024, respectively
[7] Including amounts from related parties of $0.8 million and $1.2 million as of December 31, 2025 and 2024, respectively.
[8] Including amounts from related parties of $0.04 million and $4.0 million as of December 31, 2025 and 2024, respectively.
[9] Including amounts from related parties of $6.9 million and $8.9 million as of December 31, 2025 and 2024, respectively.
[10] Including amounts from related parties of $0.4 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
[11] Including amounts from related parties of $3.3 million as of December 31, 2024. There was no related party balance as of December 31, 2025
[12] Including amounts from related parties of $1.0 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
[13] Including amounts from related parties of $4.1 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
v3.25.4
Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Revenue:      
Total revenue [1] $ 2,023,994 $ 1,473,856 $ 1,333,470
Cost of revenue:      
Total cost of revenue [2] 1,436,594 1,069,208 1,135,676
Gross profit 587,400 404,648 197,794
Operating expenses:      
Research and development 185,993 148,629 155,865
Sales and marketing 130,228 68,005 89,961
General and administrative [3] 198,377 165,105 160,875
Total operating expenses 514,598 381,739 406,701
Income (loss) from operations 72,802 22,909 (208,907)
Interest income 34,070 25,342 19,885
Interest expense [4] (53,888) (62,636) (108,299)
Equity in loss of unconsolidated affiliates [5] (40,421) 0 0
Other income (expense), net 2,151 15,904 (2,793)
Loss on extinguishment of debt (32,340) (27,182) (4,288)
Debt conversion inducement expense (66,241) 0 0
Loss on revaluation of embedded derivatives (537) (694) (1,641)
Loss before income taxes (84,404) (26,357) (306,043)
Income tax provision 2,736 846 1,894
Net loss (87,140) (27,203) (307,937)
Less: Net income (loss) attributable to noncontrolling interest 1,294 2,024 (5,821)
Net loss attributable to common stockholders $ (88,434) $ (29,227) $ (302,116)
Net loss per share available to common stockholders, basic (in dollars per share) $ (0.37) $ (0.13) $ (1.42)
Net loss per share available to common stockholders, diluted (in dollars per share) $ (0.37) $ (0.13) $ (1.42)
Weighted average shares used to compute net loss per share available to common stockholders, basic (in shares) 240,402 227,365 212,681
Weighted average shares used to compute net loss per share available to common stockholders, diluted (in shares) 240,402 227,365 212,681
Product      
Revenue:      
Total revenue [1] $ 1,531,281 $ 1,085,153 $ 975,245
Cost of revenue:      
Total cost of revenue [2] 992,841 685,847 630,105
Installation      
Revenue:      
Total revenue [1] 204,068 122,318 92,796
Cost of revenue:      
Total cost of revenue [2] 205,946 129,446 105,735
Service      
Revenue:      
Total revenue [1] 228,295 213,542 183,065
Cost of revenue:      
Total cost of revenue [2] 205,389 214,961 220,927
Electricity      
Revenue:      
Total revenue [1] 60,350 52,843 82,364
Cost of revenue:      
Total cost of revenue [2] $ 32,418 $ 38,954 $ 178,909
[1] Including related party revenue of $892.0 million, $338.6 million and $487.2 million for the years ended December 31, 2025, 2024 and 2023, respectively.
[2] Including related party cost of revenue of $0.2 million and $0.1 million for the years ended December 31, 2024 and 2023, respectively. There was no related party cost of revenue for the year ended December 31, 2025.
[3] Including related party general and administrative expenses of $0.4 million, $0.7 million and $0.8 million for the years ended December 31, 2025, 2024 and 2023, respectively.
[4] Including related party interest expense of $0.1 million, $0.2 million and $0.1 million for the years ended December 31, 2025, 2024 and 2023, respectively.
[5] Represent related party equity in loss of the Fund JVs (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
v3.25.4
Consolidated Statements of Operations (Parenthetical) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Revenues [1] $ 2,023,994 $ 1,473,856 $ 1,333,470
Cost of revenue [2] 1,436,594 1,069,208 1,135,676
General and administrative [3] 198,377 165,105 160,875
Interest expense 38,100 37,200 27,600
Related Party      
Revenues 892,035 338,602 487,240
Cost of revenue 0 163 133
General and administrative 434 683 812
Interest expense $ 100 $ 200 $ 100
[1] Including related party revenue of $892.0 million, $338.6 million and $487.2 million for the years ended December 31, 2025, 2024 and 2023, respectively.
[2] Including related party cost of revenue of $0.2 million and $0.1 million for the years ended December 31, 2024 and 2023, respectively. There was no related party cost of revenue for the year ended December 31, 2025.
[3] Including related party general and administrative expenses of $0.4 million, $0.7 million and $0.8 million for the years ended December 31, 2025, 2024 and 2023, respectively.
v3.25.4
Consolidated Statements of Comprehensive Loss - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Statement of Comprehensive Income [Abstract]      
Net loss $ (87,140) $ (27,203) $ (307,937)
Other comprehensive loss, net of taxes:      
Foreign currency translation adjustment 2,507 (2,735) (430)
Other comprehensive loss, net of taxes 2,507 (2,735) (430)
Comprehensive loss (84,633) (29,938) (308,367)
Less: Comprehensive income (loss) attributable to noncontrolling interest 1,577 195 (5,815)
Comprehensive loss attributable to common stockholders $ (86,210) $ (30,133) $ (302,552)
v3.25.4
Consolidated Statements of Changes in Stockholders’ Equity - USD ($)
$ in Thousands
Total
Total Equity Attributable to Common Stockholders
Common Stock
Additional Paid-In Capital
Accumulated Other Comprehensive Loss
Accumulated Deficit
Noncontrolling Interest
Beginning balance (in shares) at Dec. 31, 2022     205,664,690        
Beginning balance at Dec. 31, 2022 $ 378,816 $ 340,777 $ 20 $ 3,906,491 $ (1,251) $ (3,564,483) $ 38,039
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Issuance of restricted stock awards (in shares)     4,160,416        
ESPP purchase (in shares)     875,695        
ESPP purchase 13,363 13,363   13,363      
Exercise of stock options (in shares)     525,031        
Exercise of stock options 3,582 3,582   3,582      
Stock-based compensation 87,076 87,076   87,076      
Contributions from noncontrolling interest (Note 12) 6,979           6,979
Conversion of securities (in shares)     13,491,701        
Conversion of securities 310,485 310,485 $ 1 310,484      
Foreign currency translation adjustment (430) (436)     (436)   6
Distributions and payments to noncontrolling interest (Note 11) (2,265)           (2,265)
Buyout of noncontrolling interest (Note 11) (6,864) 11,482   11,482     (18,346)
Derecognition of the pre-modification forward contract fair value (Note 17) 76,242 76,242   76,242      
Equity component of redeemable convertible preferred stock (Note 17) 16,145 16,145   16,145      
Purchase of capped call related to convertible notes (Note 8) (54,522) (54,522)   (54,522)      
Net (loss) income (307,937) (302,116)       (302,116) (5,821)
Ending balance (in shares) at Dec. 31, 2023     224,717,533        
Ending balance at Dec. 31, 2023 520,670 502,078 $ 21 4,370,343 (1,687) (3,866,599) 18,592
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Issuance of restricted stock awards (in shares)     3,067,129        
Issuance of restricted stock awards 2 2 $ 2        
ESPP purchase (in shares)     1,049,955        
ESPP purchase $ 10,344 10,344   10,344      
Exercise of stock options (in shares) 307,857   307,857        
Exercise of stock options $ 2,021 2,021   2,021      
Stock-based compensation 79,951 79,951   79,951      
Contributions from noncontrolling interest (Note 12) 3,958           3,958
Accrued dividend (1,620) (1,620)       (1,620)  
Legal reserve 147 147       147  
Subsidiary liquidation (319) (319)       (319)  
Foreign currency translation adjustment (2,735) (906)     (906)   (1,829)
Net (loss) income (27,203) (29,227)       (29,227) 2,024
Ending balance (in shares) at Dec. 31, 2024     229,142,474        
Ending balance at Dec. 31, 2024 585,216 562,471 $ 23 4,462,659 (2,593) (3,897,618) 22,745
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Issuance of restricted stock awards (in shares)     5,184,791        
Issuance of restricted stock awards 1 1 $ 1        
ESPP purchase (in shares)     1,073,929        
ESPP purchase $ 11,354 11,354   11,354      
Exercise of stock options (in shares) 2,098,714   2,098,714        
Exercise of stock options $ 47,768 47,768   47,768      
Stock-based compensation 140,222 140,222   140,222      
Accrued dividend (1,024) (1,024)       (1,024)  
Legal reserve 93 93       93  
Premium on convertible debt (Note 8) 28,247 28,247   28,247      
Conversion of securities (in shares)     137,606        
Conversion of securities 2,230 2,230   2,230      
Induced conversion of convertible notes (Note 8) (in shares)     42,407,945        
Induced conversion of convertible notes (Note 8) 47,542 47,542 $ 4 47,538      
Share-based consideration payable to customer’s customer (Note 3) 15,947 15,947   15,947      
Foreign currency translation adjustment 2,507 2,224     2,224   283
Net (loss) income (87,140) (88,434)       (88,434) 1,294
Ending balance (in shares) at Dec. 31, 2025     280,045,459        
Ending balance at Dec. 31, 2025 $ 792,963 $ 768,641 $ 28 $ 4,755,965 $ (369) $ (3,986,983) $ 24,322
v3.25.4
Consolidated Statements of Changes in Stockholders’ Equity (Parenthetical)
Dec. 31, 2025
Dec. 31, 2024
2.5% Green Convertible Senior Notes due August 2025 | Senior Secured Notes    
Interest Rate 2.50% 2.50%
v3.25.4
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Cash flows from operating activities:      
Net loss $ (87,140) $ (27,203) $ (307,937)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:      
Depreciation and amortization 50,566 53,048 62,609
Non-cash lease expense 32,520 35,898 33,619
Equity in loss of unconsolidated affiliates, net of distributions [1] 40,421 0 0
Loss on disposal of property, plant and equipment 436 161 411
Revaluation of derivative contracts 537 694 1,641
Impairment of assets 12,669 0 130,088
Derecognition of loan commitment asset related to SK ecoplant Second Tranche Closing (Note 17) 0 0 52,792
Stock-based compensation expense 139,406 82,424 84,480
Amortization of debt issuance costs 8,248 6,797 4,772
Loss on extinguishment of debt 32,340 27,182 4,288
Debt conversion inducement expense (Note 8) 66,241 0 0
Net (gain) loss on failed sale-and-leaseback transactions (827) (17,390) 403
Share-based consideration payable to customer’s customer (Note 3) [2] 15,947 0 0
Allowance for credit losses 340 0 0
Inventory reserve and other assets impairment 21,877 0 0
Unrealized foreign currency exchange (gain) loss (2,290) 3,756 618
Other (57) 69 47
Changes in operating assets and liabilities:      
Accounts receivable [3] (35,525) 7,133 (89,888)
Contract assets [4] (96,024) (103,796) 5,361
Inventories (119,212) (44,527) (231,689)
Deferred cost of revenue [5] 27,172 (13,070) 1,655
Prepaid expenses and other assets [6] (3,601) 3,790 (5,754)
Other long-term assets [7] (11,092) 4,072 (3,366)
Operating lease right-of-use assets and operating lease liabilities [8] (33,447) (36,675) (32,801)
Financing lease liabilities 2,598 1,644 1,011
Accounts payable [9] 110,911 (36,629) (29,080)
Accrued warranty [10] 3,454 (2,767) 1,994
Accrued expenses and other current liabilities [11] 80,337 8,662 (13,785)
Deferred revenue and customer deposits [12] (142,605) 139,868 (42,635)
Deferred profit with equity method investees and other long-term liabilities (251) (1,143) (1,385)
Net cash provided by (used in) operating activities 113,949 91,998 (372,531)
Cash flows from investing activities:      
Purchase of property, plant and equipment (56,759) (58,852) (83,739)
Proceeds from sale of property, plant and equipment 131 70 14
Investments in unconsolidated affiliates [13] (36,491) 0 0
Net cash used in investing activities (93,119) (58,782) (83,725)
Cash flows from financing activities:      
Proceeds from issuance of debt 2,500,000 402,500 637,127
Payment of debt issuance costs (62,712) (12,761) (19,736)
Repayment of debt (975,945) (140,990) (191,390)
Purchase of capped call options related to convertible notes 0 0 (54,522)
Proceeds from financing obligations 0 1,798 4,993
Repayment of financing obligations (11,267) (90,197) (18,445)
Distributions and payments to noncontrolling interest 0 0 (2,265)
Proceeds from issuance of common stock 59,123 12,367 16,945
Buyout of noncontrolling interest 0 0 (6,864)
Proceeds from issuance of redeemable convertible preferred stock 0 0 310,957
Dividend paid (947) (1,468) 0
Contributions from noncontrolling interest 0 3,958 6,979
Other 150 0 (35)
Net cash provided by financing activities 1,508,402 175,207 683,349
Effect of exchange rate changes on cash, cash equivalent, and restricted cash 1,377 (2,630) (281)
Net increase in cash, cash equivalents, and restricted cash 1,530,609 205,793 226,812
Beginning of period 950,971 745,178 518,366
End of period 2,481,580 950,971 745,178
Supplemental disclosure of cash flow information:      
Cash paid during the period for interest 49,533 55,699 49,929
Cash paid for amounts included in the measurement of lease liabilities:      
Operating cash flows from operating leases 33,447 36,416 32,538
Operating cash flows from finance leases 356 259 1,097
Cash paid during the period for income taxes 1,706 1,424 1,455
Non-cash investing and financing activities:      
Liabilities recorded for property, plant and equipment, net 3,723 1,647 9,297
Recognition of operating lease right-of-use asset during the year-to-date period 4,409 2,936 29,823
Recognition of finance lease right-of-use asset during the year-to-date period 2,927 1,644 1,011
Premium on convertible debt (Note 8) 28,247 0 0
Induced Conversion of 3.0% Green Notes due June 2029 and 3.0% Green Notes due June 2028 (Note 8) 66,241 0 0
Write-off of debt issuance costs upon induced conversion (Note 8) 18,699 0 0
Derecognition of financing obligations 0 101,683 0
Conversion of redeemable convertible preferred stock 0 0 310,484
Derecognition of the pre-modified forward contract fair value 0 0 76,242
Equity component of redeemable convertible preferred stock 0 0 16,145
Senior Secured Notes      
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:      
Debt conversion inducement expense (Note 8) 66,200    
Non-cash investing and financing activities:      
Induced Conversion of 3.0% Green Notes due June 2029 and 3.0% Green Notes due June 2028 (Note 8) 66,200    
2.5% Green Convertible Senior Notes due August 2025      
Non-cash investing and financing activities:      
Conversion of 2.5% Green Notes to common stock (Note 8) 2,230 0 0
2.5% Green Convertible Senior Notes due August 2025 | Senior Secured Notes      
Non-cash investing and financing activities:      
Notes/debt exchanged 112,769 0 0
3.0% Green Convertible Senior Notes due June 2029 | Senior Secured Notes      
Non-cash investing and financing activities:      
Notes/debt exchanged 115,725 0 0
3.0% Green Convertible Senior Notes due June 2029 and 2028 | Senior Secured Notes      
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:      
Debt conversion inducement expense (Note 8) 47,542 0 0
Non-cash investing and financing activities:      
Induced Conversion of 3.0% Green Notes due June 2029 and 3.0% Green Notes due June 2028 (Note 8) 47,542 0 0
Redeemable convertible preferred stock      
Cash flows from financing activities:      
Payment of issuance costs related to redeemable convertible preferred stock $ 0 $ 0 $ (395)
[1] Represent related party equity in loss of the Fund JVs (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
[2] Represent related party non-cash consideration payable to customer’s customer (see Note 3—Revenue Recognition in this Annual Report on Form 10-K).
[3] Including changes in related party balances of $58.4 million, $168.5 million and $257.8 million for the years ended December 31, 2025, 2024 and 2023, respectively
[4] Including changes in related party balances of $51.0 million, $6.1 million and $6.9 million for the years ended December 31, 2025, 2024 and 2023, respectively.
[5] Including changes in related party balances of $0.9 million and $0.9 million for the years ended December 31, 2024 and 2023, respectively. There were no changes in related party balances for the year ended December 31, 2025.
[6] Including changes in related party balances of $1.0 million and $2.3 million for the years ended December 31, 2024 and 2023, respectively. There were no changes in related party balances for the year ended December 31, 2025.
[7] Including changes in related party balances of $2.8 million, $0.3 million and $9.1 million for the years ended December 31, 2025, 2024 and 2023, respectively
[8] The change in related party balances for the years ended December 31, 2025, 2024 and 2023, were inconsequential.
[9] Including changes in related party balances of $0.1 million and $0.1 million for the years ended December 31, 2024 and 2023, respectively. There were no changes in related party balances for the year ended December 31, 2025.
[10] Including changes in related party balances of $0.4 million, $0.1 million and $1.3 million for the years ended December 31, 2025, 2024 and 2023, respectively.
[11] Including changes in related party balances of $4.0 million, $0.6 million and $3.4 million for the years ended December 31, 2025, 2024 and 2023, respectively.
[12] Including changes in related party balances of $5.3 million, $3.8 million and $8.4 million for the years ended December 31, 2025, 2024 and 2023, respectively.
[13] Represent related party investments in unconsolidated affiliates (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
v3.25.4
Consolidated Statements of Cash Flows (Parenthetical) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Increase (decrease) in accounts receivable [1] $ 35,525 $ (7,133) $ 89,888
Increase (decrease) in contract assets [2] 96,024 103,796 (5,361)
Increase (decrease) in deferred charges [3] (27,172) 13,070 (1,655)
Increase (decrease) in prepaid expense and other assets [4] 3,601 (3,790) 5,754
Increase (decrease) in other noncurrent assets [5] 11,092 (4,072) 3,366
Increase (decrease) in accounts payable [6] 110,911 (36,629) (29,080)
Increase (decrease) on accrued warranty liability [7] 3,454 (2,767) 1,994
Increase (decrease) in accrued expenses and other current liabilities [8] 80,337 8,662 (13,785)
Increase (decrease) in deferred revenue and customer deposits [9] $ (142,605) $ 139,868 (42,635)
2.5% Green Convertible Senior Notes due August 2025 | Senior Secured Notes      
Interest rate 2.50% 2.50%  
3.0% Green Convertible Senior Notes due June 2029 | Senior Secured Notes      
Interest rate 3.00%    
Related Party      
Increase (decrease) in accounts receivable $ 58,400 $ 168,500 257,800
Increase (decrease) in contract assets 51,000 6,100 6,900
Increase (decrease) in deferred charges 0 900 900
Increase (decrease) in prepaid expense and other assets 0 1,000 2,300
Increase (decrease) in other noncurrent assets 2,800 300 9,100
Increase (decrease) in accounts payable 0 100 100
Increase (decrease) on accrued warranty liability 400 100 1,300
Increase (decrease) in accrued expenses and other current liabilities 4,000 600 3,400
Increase (decrease) in deferred revenue and customer deposits $ 5,300 $ 3,800 $ 8,400
[1] Including changes in related party balances of $58.4 million, $168.5 million and $257.8 million for the years ended December 31, 2025, 2024 and 2023, respectively
[2] Including changes in related party balances of $51.0 million, $6.1 million and $6.9 million for the years ended December 31, 2025, 2024 and 2023, respectively.
[3] Including changes in related party balances of $0.9 million and $0.9 million for the years ended December 31, 2024 and 2023, respectively. There were no changes in related party balances for the year ended December 31, 2025.
[4] Including changes in related party balances of $1.0 million and $2.3 million for the years ended December 31, 2024 and 2023, respectively. There were no changes in related party balances for the year ended December 31, 2025.
[5] Including changes in related party balances of $2.8 million, $0.3 million and $9.1 million for the years ended December 31, 2025, 2024 and 2023, respectively
[6] Including changes in related party balances of $0.1 million and $0.1 million for the years ended December 31, 2024 and 2023, respectively. There were no changes in related party balances for the year ended December 31, 2025.
[7] Including changes in related party balances of $0.4 million, $0.1 million and $1.3 million for the years ended December 31, 2025, 2024 and 2023, respectively.
[8] Including changes in related party balances of $4.0 million, $0.6 million and $3.4 million for the years ended December 31, 2025, 2024 and 2023, respectively.
[9] Including changes in related party balances of $5.3 million, $3.8 million and $8.4 million for the years ended December 31, 2025, 2024 and 2023, respectively.
v3.25.4
Nature of Business, Liquidity and Basis of Presentation
 12 Months Ended
Dec. 31, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Nature of Business, Liquidity and Basis of Presentation Nature of Business, Liquidity and Basis of Presentation
Nature of Business
We design, manufacture, sell and, in certain cases, install solid oxide fuel cell systems (the Bloom Energy Server® fuel cell system, hereinafter the “Energy Server systems”) that provide highly efficient, always‑on, on‑site power generation for businesses and communities, as well as other products, including monitoring and telemetry systems, skid‑mounted modular units, microgrids, and related equipment. Our Energy Server systems convert natural gas, biogas, hydrogen, or blends of these fuels into electricity through an electrochemical process without combustion, significantly reducing greenhouse gas emissions and criteria pollutants compared to conventional fossil fuel generation. By generating power where it is consumed, our systems deliver 24x7 reliability, improved energy security, and resilience against grid disruptions—critical for sectors such as data centers, healthcare, manufacturing, and critical infrastructure.
Our proprietary solid oxide platform also powers the Bloom Electrolyzer™, which produces clean hydrogen with industry-leading efficiency. Operating at high temperatures, our electrolyzers consume up to 20–25% less electricity than low-temperature alternatives, reducing the cost of green hydrogen production and enabling large-scale adoption. In 2023, we demonstrated the world’s largest solid oxide electrolyzer at NASA’s Ames Research Center, producing over 2.4 metric tonnes of hydrogen per day and achieving industry-leading efficiency.
Our solutions integrate with carbon capture, utilization, and storage (“CCUS”) technologies and support combined heat and power (“CHP”) applications, achieving system efficiencies of up to 90% by utilizing high-temperature exhaust for industrial steam or absorption chilling. Through partnerships such as our collaboration with Chart Industries, we are advancing cost-effective carbon capture by leveraging the high-purity CO₂ stream from our fuel cells, enabling near-zero-carbon baseload power from natural gas and biogas.
Bloom Energy is also addressing the surging power demands of artificial intelligence and cloud data centers through strategic agreements, including a $5.0 billion financing framework with Brookfield Asset Management and collaborations with Oracle and other hyperscale operators. These partnerships position our technology as a cornerstone for powering AI-driven infrastructure with low-carbon, distributed energy solutions.
Our corporate headquarters are located in San Jose, California. We have deployed our Energy Server systems across approximately 1,100 sites in 9 countries, supporting businesses and critical infrastructure globally. Our mission remains to make clean, reliable energy affordable for everyone, while providing a pathway to a net-zero future.
Liquidity
While we have generally incurred operating losses and negative cash flows from operations since our inception, we generated $113.9 million of positive cash flows from operations in fiscal year 2025. With the series of new convertible debt offerings, debt extinguishments, debt exchanges and convertible debt conversions to equity that we completed since 2021, we had $2,613.7 million and $4.2 million of total outstanding recourse and non-recourse debt, respectively, as of December 31, 2025, $4.2 million and $2,613.7 million of which was classified as short-term debt and long-term debt, respectively. As of December 31, 2024, we had $1,124.7 million and $4.1 million of total outstanding recourse and non-recourse debt, respectively, $114.4 million and $1,014.4 million of which was classified as short-term debt and long-term debt, respectively.
On May 16, 2023, we issued the 3.0% Green Convertible Senior Notes due June 2028 (the “3.0% Green Notes due June 2028”) with an aggregate principal amount of $632.5 million due June 2028, unless earlier repurchased, redeemed or converted, resulting in net cash proceeds of $612.8 million. On June 1, 2023, we used approximately $60.9 million of the net proceeds from this offering to redeem all of the outstanding principal amount of our 10.25% Senior Secured Notes due March 2027. The redemption price equaled 104% of the principal amount redeemed plus accrued and unpaid interest. We also used approximately $54.5 million of the net proceeds from the offering to purchase the capped call options. The remaining portion of the 3.0% Green Notes due June 2028 was planned to be used for working capital investment and general corporate purposes.
On May 29, 2024, we issued the 3.0% Green Convertible Senior Notes due June 2029 (the “3.0% Green Notes due June 2029”) in an aggregate principal amount of $402.5 million due June 2029, unless earlier repurchased, redeemed or converted, resulting in net cash proceeds of $389.7 million. On May 29, 2024, we used approximately $141.8 million of the net cash
proceeds from this issuance to repurchase $115.0 million, or 50%, of the outstanding principal amount of our 2.5% Green Convertible Senior Notes due August 2025 (the “2.5% Green Notes”) in privately negotiated transactions. The repurchase amount equaled 122.6% of the principal amount repurchased, plus related accrued and unpaid interest.
On May 7, 2025, we entered into privately negotiated exchange agreements (the “Exchange Agreements”) with certain holders of our 2.5% Green Notes. Pursuant to the Exchange Agreements, $112.8 million in aggregate principal amount of the 2.5% Green Notes, and related accrued and unpaid interest of $0.7 million, were exchanged (the “Debt Exchange”) for $115.7 million in aggregate principal amount of the 3.0% Green Notes due June 2029. As a result of the Debt Exchange, we recorded a $32.3 million loss on early extinguishment of debt, included within our consolidated statements of operations for the year ended December 31, 2025. As of August 15, 2025, the maturity date, the remaining $2.2 million aggregate principal amount of our 2.5% Green Notes outstanding following the Debt Exchange, was settled through the issuance of our Class A common stock.
On November 4, 2025, we issued the 0% Convertible Senior Notes (the “0% Notes”) in an aggregate principal amount of $2,500.0 million due November 2030, unless earlier repurchased, redeemed or converted, resulting in net cash proceeds of $2,440.2 million. Concurrently with the issuance of the 0% Notes, we entered into separate, privately negotiated transactions (the “Exchange Transactions”) with a limited number of holders of our existing 3.0% Green Notes due June 2028 and 3.0% Green Notes due June 2029 (collectively, the “Existing Notes”) to exchange (i) $532.8 million principal amount of the 3.0% Green Notes due June 2028 for aggregate consideration consisting of $539.6 million in cash, which includes accrued interest of $6.8 million on such 3.0% Green Notes due June 2028, and 24,302,183 shares of our Class A common stock, and (ii) $443.1 million principal amount of the 3.0% Green Notes due June 2029 for aggregate consideration consisting of $448.8 million in cash, which includes accrued interest of $5.6 million on such 3.0% Green Notes due June 2029, and 18,105,762 shares of our Class A common stock.
On December 19, 2025, we entered into a senior secured multicurrency revolving credit facility (the “Revolving Credit Facility”) with aggregate commitments of $600.0 million, including a $90.0 million letter of credit sub-facility. The facility matures on December 19, 2030, subject to certain springing maturity provisions, and provides additional liquidity for general corporate purposes. As of December 31, 2025, no amounts were drawn under the Revolving Credit Facility.
For more information on our debt, the Debt Exchange, the Exchange Transactions, and the Revolving Credit Facility, please see Note 8—Outstanding Loans and Security Agreements in this Annual Report on Form 10-K.
Our future capital requirements depend on many factors, including the market acceptance of our products, our rate of revenue growth, the timing and extent of spending on research and development efforts and other business initiatives, the rate of growth in the volume of system builds and the need for additional working capital, the expansion of sales and marketing activities both in domestic and international markets, our ability to secure financing for customer use of our products, the timing of installations, inventory build up and increase in factory capacity in anticipation of future sales and installations, and overall economic conditions. In order to support and achieve our future growth plans, we may need or seek advantageously to obtain additional funding through equity or debt financing. Failure to obtain this financing on favorable terms or at all in future quarters may affect our financial position and results of operations, including our revenues and cash flows.
In the opinion of management, the combination of our cash and cash equivalents and cash flow to be generated by our operations is expected to be sufficient to meet our anticipated cash flow needs for at least the next 12 months from the date of issuance of this Annual Report on Form 10-K.
Inflation Reduction Act of 2022
In the U.S., the investment tax credit (the “ITC”) of up to 50% for fuel cells under Section 48(a) of the Inflation Reduction Act of 2022 (the “IRA”) expired on December 31, 2024. Prior to the expiration, the Company and its customers utilized compliant safe harbor mechanisms to begin construction and thereby still benefit from the ITC of up to 50% under Section 48(a). Under Section 48(a), Bloom fuel cell systems beginning construction prior to December 31, 2024 are eligible for a 30% base credit, a 10% domestic content bonus credit, and in certain cases (depending on location of the project site) a 10% energy communities bonus credit, provided in each case that prevailing wage and apprenticeship requirements are satisfied.
In addition to the ITC, the IRA authorized a competitive process to apply for credits to expand or enhance manufacturing capacity. On December 21, 2023, we submitted the application for qualifying advanced energy project credit allocation under Internal Revenue Code Section 48C(e) for the manufacturing facility in Fremont, California (the “Facility”). On March 29, 2024, we received notification from the Internal Revenue Service (IRS) of the acceptance of our application for a Qualifying Advanced Energy Project Credit of up to $75.3 million. After a technical review of Bloom’s Section 48C(e) application, the Department of Energy provided a recommendation to the IRS to grant a $75.3 million credit allocation for the Facility. The
approval is subject to satisfaction of the underlying certification requirements, including the prevailing wage and apprenticeship requirements, within two years from the date of the application acceptance and potential clearance by the Office of Management and Budget due to President Trump’s executive order halting the disbursement of funds under the IRA.
The One Big Beautiful Bill Act
On July 4, 2025, the One Big Beautiful Bill Act (the “OBBBA”) was enacted into law, extending key provisions of 2017 Tax Act and modifying various federal clean energy tax provisions of the IRA. Under the OBBBA, fuel cell property is now eligible for a 30% ITC under Section 48E without regard to emissions for projects beginning construction after December 31, 2025 (without affecting continued eligibility of certain projects for up to 50% ITC under Section 48(a) as described above). The OBBBA reinstituted accelerated depreciation that will be applicable to property purchased and placed in service after January 19, 2025, including fuel cell property that begins construction after December 31, 2026. The OBBBA also included restrictions on the availability of energy tax credits to U.S. taxpayers owned or controlled by certain countries of concern (i.e., China, Russia, Iran and North Korea). The OBBBA also restored the expensing of domestic research expenditures for years beginning after December 31, 2024. The addition of the 30% ITC for fuel cell projects that begin construction after December 31, 2025, is expected to have a favorable impact on the continued adoption of our Energy Server systems and financial results.
Additionally, the OBBBA introduces new compliance requirements under the Foreign Entity of Concern (FEOC) provisions for both Section 48E and the Advanced Manufacturing Production Tax Credit (AMPTC) under Section 45X. These provisions limit “material assistance” from FEOCs in the manufacturing of products comprising fuel cell projects otherwise eligible for such tax credits. Although the rules are still being finalized, given the location of our supply chain we don’t expect the FEOC provisions to limit our fuel cell products’ ability to qualify for the tax credit or to otherwise increase our supply chain costs in an attempt to qualify. However, they may affect our future decisions around expansion or domestic supply chain investments. In response, we are working to align our development and sourcing strategies with the new credit framework and actively working with our partners and policymakers to support continued momentum for clean, reliable distributed energy solutions. We believe the long-term clarity and stability of the revised ITC for fuel cell property enhances our competitive position, although the phasedown beginning after 2033 and future legislative or regulatory changes could still impact customer economics and our growth.
Importantly, the OBBBA preserves the utility of the Section 45Q tax credit incentives for carbon capture utilization and storage projects. Historically, the 45Q tax credit has provided differentiated credit levels for carbon management projects depending on the end-use of the captured carbon dioxide or carbon monoxide. The OBBBA modified
the structure of the credit and 45Q now provides one credit value for projects capturing carbon oxides from industrial
and power facilities ($85 per metric ton) regardless of the end-use. The updated values and extension of the program through projects that commence construction through 2032 help increase the viability of domestic carbon capture projects.
Basis of Presentation
We have prepared the consolidated financial statements included herein pursuant to the rules and regulations of the U. S. Securities and Exchange Commission (“SEC”), and as permitted by those rules, including all disclosures required by generally accepted accounting principles as applied in the U.S. (“U.S. GAAP”). Certain prior period amounts have been reclassified to conform to the current period presentation.
Principles of Consolidation
These consolidated financial statements reflect our accounts and operations and those of our subsidiaries in which we have a controlling financial interest. We use a qualitative approach in assessing the consolidation requirement for our variable interest entities (“VIEs”), which we refer to as a tax equity partnership (2015 ESA Project Company, LLC, also referred to as our power purchase agreement (i.e., PPA), or the “PPA Entity”, “PPA V”), a joint venture in the Republic of Korea (the “Korean JV”), and the Fund JVs (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K). This approach focuses on determining whether we have the power to direct those activities of the PPA Entity, the Korean JV, and the Fund JVs that most significantly affect their economic performance and whether we have the obligation to absorb losses, or the right to receive benefits, which could potentially be significant to the PPA Entity, the Korean JV, and the Fund JVs. We have concluded that we are the primary beneficiary of the Korean JV for all periods presented and were the primary beneficiary for the PPA Entity until August 2023, when it was sold as a result of the repowering of the Energy Server systems. We are not the primary beneficiary of any of the Fund JVs, and we account for our interests in those entities under the equity method of accounting. We continuously assess our relationships with the Korean JV and the Fund JVs to determine whether we are, or are not, the primary beneficiary. All intercompany transactions and balances have been eliminated upon consolidation.
The sale of an operating company with a portfolio of the PPAs in which we do not have an equity interest is called a “Third-Party PPA.” We have determined that, although these entities are VIEs, we do not have the power to direct those activities of the Third-Party PPAs that most significantly affect their economic performance. We also do not have the obligation to absorb losses, or the right to receive benefits, which could potentially be significant to the Third-Party PPAs. Because we are not the primary beneficiary of these activities, we do not consolidate Third-Party PPAs.
Use of Estimates
The preparation of consolidated financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and the accompanying notes. The most significant estimates include (i) the determination of the stand-alone selling price, (ii) valuation of financial instruments associated with the Amended Securities Purchase Agreement (the “SPA”) with SK ecoplant Co., Ltd. (“SK ecoplant”, formerly known as SK Engineering & Construction Co., Ltd.), (iii) modification of performance-based stock unit awards, (iv) the assessment of the realizability of deferred tax assets, including the need for a valuation allowance, evaluation of uncertain tax positions, and estimates related to future taxable income and tax-planning strategies, (v) inventory valuation, specifically excess and obsolescence provisions for obsolete or unsellable inventory, (vi) valuation of share-based consideration payable to customer’s customer, and (vii) in relation to property, plant and equipment (specifically Energy Server systems), assumptions relating to economic useful lives and impairment assessments.
Other accounting estimates include variable consideration relating to product performance guaranties, lease and non-lease components and related financing obligations such as incremental borrowing rates, estimated output, efficiency and residual value of our products, product performance warranties and guaranties and extended maintenance, derivative valuations, estimates relating to contractual indemnities provisions, stock-based compensation expense, and financing obligation allocations in managed service transactions. In addition, certain of such estimates could require further judgment or modification and therefore carry a higher degree of variability and volatility. Actual results could differ materially from these estimates under different assumptions and conditions.
Concentration of Risk
Geographic Risk—The majority of our revenue and long-lived assets are attributable to operations in the U.S. for all periods presented. In addition to shipments in the U.S., we also ship our Energy Server systems to other countries, primarily, the Republic of Korea, Japan, India and Taiwan (collectively referred to as the “Asia Pacific region”), and several European countries, namely Germany, UK and Italy. In the years ended December 31, 2025, 2024 and 2023, total revenue in the U.S. was 81%, 74% and 70%, respectively, of our total revenue.
Credit Risk—As of December 31, 2025, three customers*, the first of which is our related party (see Note 12—Related Party Transactions in this Annual Report on Form 10-K), accounted for approximately 41%, 17%, and 15% of accounts receivable. As of December 31, 2024, three customers, the first of which was our related party, accounted for approximately 28%, 28%, and 20% of accounts receivable. To date, we have not experienced any material credit losses from these customers.
Customer Risk—During the year ended December 31, 2025, revenue from three customers*, the first of which is our related party (see Note 12—Related Party Transactions in this Annual Report on Form 10-K), accounted for approximately 43%, 13% and 12% of our total revenue. During the year ended December 31, 2024, three customers, the first of which was our related party, represented approximately 23%, 16%, and 14% of our total revenue. During the year ended December 31, 2023, revenue from two customers, the first of which was our related party, accounted for approximately 37% and 26% of our total revenue.
*Definition of “customer.” For purposes of the concentration of risk disclosure, “customer” refers to the contractual counterparty to which we sell our products and fulfil installation obligations, which in certain transactions may be a project‑finance affiliate rather than the ultimate end user of the products. See Note 7—Investments in Unconsolidated Affiliates for additional information regarding Brookfield‑affiliated financing framework structure.
v3.25.4
Summary of Significant Accounting Policies
 12 Months Ended
Dec. 31, 2025
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies Summary of Significant Accounting Policies
Revenue Recognition
We primarily earn product and installation revenue from the sale and installation of our Energy Server systems and other products, service revenue by providing services under operations and maintenance services contracts, and electricity revenue by
selling electricity to customers under PPAs and Managed Services Agreements. We offer our customers several ways to finance their use of our Energy Server systems. Customers, including some of our international channel providers and the Third-Party PPAs, may choose to purchase our Energy Server systems outright. Customers may also enter into contracts with us for the purchase of electricity generated by our Energy Server systems (i.e., Managed Services Agreements), which is then financed through one of our financing partners (i.e., Managed Services Financings). Finally, prior to its sale in August 2023, customers were able to purchase electricity through our PPA Entity (i.e., Portfolio Financings).
Revenue Recognition under ASC 606, Revenue from Contracts with Customers
In applying Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers revenue is recognized by following a five-step process:
1.Identify the contract(s) with a customer. Evidence of a contract generally consists of an agreement, or a purchase order issued pursuant to the terms and conditions of a distributor, reseller, purchase, use and maintenance agreement, maintenance services agreements or energy supply agreement.
2.Identify the performance obligations in the contract. Performance obligations are identified in our contracts and primarily include transferring control of our products, installation of the Energy Server systems, providing maintenance services and maintenance services renewal options which, in certain situations, provide customers with material rights.
3.Determine the transaction price. The purchase price stated in an agreed-upon purchase order or contract is generally representative of the transaction price. When determining the transaction price, we consider the effects of any variable consideration, which include performance guarantees that may be payable to our customers. In fiscal years 2023 through 2025, certain contracts included price adjustments related to the domestic content bonus tax credit under the IRA. These adjustments were evaluated as variable consideration, and we estimated the amount using the most likely amount method based on our assessment of meeting the domestic content criteria.
4.Allocate the transaction price to the performance obligations in the contract. The transaction price in a contract is allocated based upon the relative standalone selling price of each distinct performance obligation identified in the contract.
5.Recognize revenue when (or as) we satisfy a performance obligation. We satisfy performance obligations either over time or at a point in time as discussed in further detail below. Revenue is recognized at the time the related performance obligation is satisfied by transferring control of the promised products or services to a customer. Revenue related to price adjustments under the IRA domestic content bonus tax credit, treated as variable consideration, is recognized when the associated performance obligations are satisfied, subject to the constraint that the amount recognized is not probable of a significant revenue reversal.
We sometimes combine contracts governing the sale and installation of our Energy Server systems with the related non-cancelable maintenance services contracts and account for them as a single contract at contract inception to the extent the contracts are with the same customer. These contracts are not combined when the customer for the sale and installation of the Energy Server systems is different to the maintenance services contract customer. We also assess whether any contract terms including default provisions, put or call options result in components of our contracts being accounted for as financing or leasing transactions outside of the scope of ASC 606.
Most of our contracts contain performance obligations with a combination of our products, installation and maintenance services. For these performance obligations, we allocate the total transaction price to each distinct performance obligation based on the relative standalone selling price. Our maintenance services contracts are typically subject to renewal by customers on an annual basis. We assess these maintenance services renewal options at contract inception to determine whether they provide customers with material rights that give rise to separate performance obligations.
The total transaction price is determined based on the total consideration specified in the contract, including variable consideration in the form of (i) contract price adjustments related to (a) the domestic content bonus tax credit under the IRA, (b) project delays, (c) liquidated damages, etc., and (ii) a performance guaranty payment that represents potential amounts payable to customers. Variable consideration related to contract price adjustments is estimated using the most likely amount method based on our assessment of meeting the domestic content criteria. The expected value method is generally used when estimating variable consideration related to a performance guaranty payment, which typically reduces the total transaction price due to the nature of the performance obligations to which the variable consideration relates. These estimates reflect our historical experience and current contractual requirements which cap the maximum amount that may be paid. The expected value method requires judgment and considers multiple factors that may vary over time depending upon the unique facts and
circumstances related to each performance obligation. Depending on the facts and circumstances, a change in variable consideration estimate will either be accounted for at the contract level or using the portfolio method.
We exclude from the transaction price all taxes assessed by governmental authorities that are both (i) imposed on and concurrent with a specific revenue-producing transaction and (ii) collected from customers. Accordingly, such tax amounts are not included as a component of net sales or cost of sales and are instead recorded as sales tax payable. Property taxes are recorded in the cost of electricity revenue.
We allocate the transaction price to each distinct performance obligation based on relative stand-alone selling prices. Given that we typically sell our products together with the related installation and maintenance services, standalone selling prices are not directly observable. We estimate standalone selling prices by using a cost-plus approach. Costs relating to our products include all direct and indirect manufacturing costs, applicable overhead costs and costs for normal production inefficiencies (i.e., variances). We then apply a margin to our products based on our Company’s pricing strategy. As our business offerings evolve over time, we may be required to modify the expected margin in subsequent periods and our revenue could be materially affected. Costs relating to installation include all direct and indirect installation costs. The margin we apply reflects our profit objectives relating to installation. Costs for maintenance services arrangements are estimated over the life of the maintenance contracts and include estimated future material costs and non-material costs. Material costs over the period of the service arrangement are impacted significantly by the longevity of the fuel cells themselves. We apply a lower margin to our total service costs than to our products as it best reflects our long-term service margin expectations and comparable historical industry service margins.
We recognize product revenue at a point in time when our customers obtain control of our products. Control of the installations is transferred to the customers over time, and the related revenue is recognized over time as the performance obligation is satisfied using the cost-to-cost (percentage-of-completion) method. We use an input measure of progress to determine the amount of revenue to be recognized during each reporting period. We recognize maintenance services revenue, including revenue associated with any related customer material rights, over time as we perform service maintenance activities.
Amounts billed to our customers for shipping and handling activities are considered contract fulfillment activities and not a separate performance obligation of the contract. Shipping and handling costs are recorded within the cost of revenue.
The following is a description of the principal activities from which we generate revenue. Our four revenue streams are classified as follows:
Product Revenue—All of our product revenue is generated from the sale of our products to direct purchase customers, including financing partners on the Third-Party PPAs and sale-and-leaseback transactions, and international channel providers. We generally recognize product revenue from contracts with customers at the point that control is transferred to the customers. This occurs when we achieve customer acceptance, which depending on the contract terms includes: (i) when the product is shipped and delivered to our customers, (ii) when the product is shipped and delivered and is physically ready for startup and commissioning (i.e., Mechanical Completion), or (iii) when the product is shipped and delivered and is turned on and operational (i.e., Commencement of Operations or “COO”), if required.
Under our traditional lease financing option, we sell our Energy Server systems through a direct sale to a financing partner who, in turn, leases the Energy Server systems to the customer under a lease agreement. With our sales to our international channel providers, our international channel providers typically sell the Energy Server systems to, or sometimes provide a PPA to, an end customer. In both traditional lease and international channel providers’ transactions, we contract directly with the end customer to provide extended maintenance services after the end of the standard warranty period. As a result, since the customer that purchases the server is a different and unrelated party to the customer that purchases extended warranty services, the product and maintenance services contract are not combined.
Installation Revenue—Nearly all of our installation revenue relates to the installation of the Energy Server systems sold to the customers as part of a direct purchase and to financing parties as part of a traditional lease or Portfolio Financings. We recognize installation revenue over time as control of the installation services transfers to the customer. We measure progress toward completion using an input method based on installation costs incurred relative to total estimated costs, and recognize revenue during each reporting period in proportion to the costs incurred to satisfy the performance obligation.
Billing to customers are recorded within deferred revenue when related to performance obligations that have not yet been satisfied, and within customer deposits if payments are refundable. Payments received from customers are recorded within deferred revenue when related to performance obligations that have not yet been satisfied, and within customer deposits when they represent advance payments prior to contract commencement. The related cost of such product and installation is also
deferred as a component of deferred cost of revenue in the consolidated balance sheets. These amounts remain on the consolidated balance sheets until control of product and installation is transferred to the customer.
Service Revenue—Service revenue is generated from operations and maintenance agreements (“O&M Agreements”). As part of the first year of O&M services, we also monitor the operations of the underlying products and provide output and efficiency warranties and guaranties. We have determined that this standard first-year O&M services (including the warranties and guaranties) is a distinct performance obligation—being a promise to stand-ready to maintain our products when and if required during the first year following installation. We also sell to our customers extended annual maintenance services that effectively extend the standard first-year warranty coverage at the customer’s option. These customers generally have an option to renew or cancel the extended maintenance services on an annual basis and nearly every customer has renewed historically. Similar to the standard first-year O&M services, the optional extended annual maintenance services are considered a distinct performance obligation—being a promise to stand-ready to maintain the products when and if required during the renewal service year.
Given our customers’ renewal history, we anticipate that most of them will continue to renew their maintenance services agreements each year for the period of their expected use of the products. The contractual renewal price may be less than the stand-alone selling price of the maintenance services and consequently the contract renewal option may provide the customer with a material right. We estimate the standalone selling price for customer renewal options that give rise to material rights using the practical alternative by reference to optional maintenance services renewal periods expected to be provided and the corresponding expected consideration for these services. This reflects the fact that our additional performance obligations in any contractual renewal period are consistent with the services provided under the standard first-year warranty. Where we have determined that the customers have material rights as a result of their contract renewal option, we recognize that portion of the transaction price allocated to the material rights over the period in which such rights are exercised.
Payments from customers for the extended maintenance contracts are generally received at the beginning of each service year. Accordingly, the customer payment received is recorded as a customer deposit and revenue is recognized over the related service period as the services are performed.
Electricity Revenue—In certain Managed Services Financings pursuant to which we are party to a Managed Services Agreement with a customer in a sale-leaseback-sublease arrangement, we may recognize electricity revenue. We first determine whether the Energy Server systems under the sale-and-leaseback arrangement of a Managed Services Financing were “integral equipment.” As the Energy Server systems were determined not to be integral equipment, we determined if the leaseback was classified as a financing lease or an operating lease.
Starting in the second half of fiscal year 2021, we completed several successful sale-and-leaseback transactions in which we transferred control of the Energy Server system to the financier and leased it back as an operating lease to provide electricity to the end customer.
In order for the transaction to meet the criteria for successful sale-and-leaseback accounting, control of the Energy Server systems must transfer to the financier, which requires, among other criteria, the leaseback to meet the criteria for an operating lease in accordance with ASC 842, Leases (“ASC 842”). Accordingly, for such transactions where control transfers and the leaseback is classified as an operating lease, the proceeds from the sale to the financier are recognized as revenue based on the fair value of the Energy Server systems sold and are allocated between product revenue and installation revenue based on the relative standalone selling prices.
We recognize an operating lease liability for the Energy Server systems leaseback obligation based on the present value of the future payments to the financier that are attributed to the Energy Server systems leaseback using our incremental borrowing rate (“IBR”). We also record an operating lease right-of-use asset, which is amortized over the term of the leaseback, and is included as a cost of electricity revenue on the consolidated statements of operations.
For certain sale-and-leaseback transactions, we receive proceeds from the financier in excess of the fair value of the Energy Server systems in order to finance our ongoing costs associated with the operation of the Energy Server systems during the term of the end customer agreement to provide electricity. Such proceeds are recognized as financing obligations.
We allocate payments we are obligated to make under the leaseback agreement with the financier between the operating lease liability and the financing obligation based on the proportion of the financing obligation to the total proceeds to be received.
In addition to Managed Services Financings, before the sale in August 2023 of our last consolidated PPA Entity, we were
selling electricity produced by Energy Server systems owned directly by us. This PPA Entity purchased the Energy Server systems from us and sold electricity produced by these systems to customers through long-term PPAs. Customers were required to purchase all of the electricity produced by those Energy Server systems at agreed-upon rates over the course of the PPAs’ contractual term.
We recognize revenue from the satisfaction of performance obligations under our PPAs and Managed Services Financings to provide electricity to our end customers as the electricity is provided over the term of the agreement in the amount invoiced, which reflects the amount of consideration to which we have the right to invoice, and which corresponds to the value transferred under such arrangements.
Share-Based Consideration Payable to Customer or Customer’s Customer
We may provide share‑based consideration (e.g., warrants) to customers or to other parties that purchase our products from our customers. Such amounts are accounted for as consideration payable to a customer and reduce revenue unless the consideration is for a distinct good or service at fair value. We measure and classify share‑based consideration under 718, Compensation—Stock Compensation (“ASC 718”). If a grant date has not been established, we estimate fair value at each reporting date and update the transaction price on a cumulative catch‑up basis until a grant date occurs. Once grant date established, equity‑classified awards are not remeasured and amounts are recorded in Additional paid-in capital. Revenue is reduced at the later of (i) when we recognize revenue for the related goods or services or (ii) when we promise the consideration. For details refer to Note 3—Revenue Recognition, section Commitment to Issue Share-Based Consideration Payable to Customer’s Customer in this Annual Report on Form 10-K.
Modifications
Contract modifications are accounted for as separate contracts if the additional products and services are distinct and priced at stand-alone selling prices. If the additional products and services are distinct, but not priced at standalone selling prices, the modification is treated as a termination of the existing contract and the creation of a new contract. If the additional products and services are not distinct within the context of the contract, the modification is combined with the original contract and either an increase or decrease in revenue is recognized on the modification date.
Deferred Revenue
We record a contract liability (presented as deferred revenue in our consolidated financial statements, excluding customer deposits) when we receive payment from a customer before the related products or services have been delivered. This liability is reduced, and revenue is recognized, as we satisfy the underlying performance obligations. The related costs are deferred as a component of deferred cost of revenue in the consolidated balance sheets. Prior to shipment of the product or the commencement of performance of maintenance services, any prepayment made by the customer is recorded as a customer deposit. Deferred revenue related to material rights for options to renew are recognized in revenue over the maintenance services period.
A description of the principal activities from which we recognize the cost of revenues associated with each of our revenue streams are classified as follows:
Cost of Product Revenue—Cost of product revenue consists of costs of our products that we sell to direct purchase, including financing partners on the Third-Party PPAs, international channel providers and traditional lease customers. It includes costs paid to our materials suppliers, direct labor, manufacturing and other overhead costs, shipping costs, provisions for excess and obsolete inventory and the depreciation costs of our equipment. For the Energy Server systems sold to customers pending installation, we provide warranty reserves as a part of product costs for the period from transfer of control of the Energy Server systems to the earlier of one year or Commencement of Operations.
Cost of Installation Revenue—Cost of installation revenue primarily consists of the costs to install our Energy Server systems that we sell to direct purchase, including financing partners on the Third-Party PPAs and traditional lease and successful sale-and-leaseback customers. It includes the cost of materials and service providers, personnel costs, shipping costs and allocated costs.
Cost of Service Revenue—Cost of service revenue consists of costs incurred under maintenance service contracts for all customers. It includes the cost of field replacement units, personnel costs for our customer support organization, certain allocated costs, and extended maintenance-related product repair and replacement costs.
Cost of Electricity Revenue—Cost of electricity revenue primarily consists of the depreciation of the cost of the Energy Server systems owned by us or the consolidated PPA Entity (before it was sold in August 2023). The cost of electricity revenue is generally recognized over the term of the Managed Services Agreement or customer’s PPA contract.
Revenue Recognized from Portfolio Financings Through the PPA Entity
In 2010, we began selling our Energy Server systems to tax equity partnerships in which we held an equity interest as a managing member, or PPA entities. The investors in such PPA entities contributed cash to them in exchange for an equity interest, which then allowed PPA entities to purchase the Operating Company and the Energy Server systems.
As we identified customers, the Operating Company entered into a PPA with a customer pursuant to which the customer agreed to purchase the power generated by the Energy Server systems at a specified rate per kilowatt hour for a specified term. As such, the Operating Company, wholly owned by the PPA Entity, entered into a maintenance services agreement with us following the first year of service to extend the standard one-year performance warranties and guaranties. This intercompany arrangement was eliminated on consolidation. The PPA Entity qualified as an operating lease under ASC 842. Revenue under this arrangement was recognized as electricity revenue and service revenue and was provided to the customer at rates specified under the PPA. During the year ended December 31, 2023, electricity revenue and service revenue from the Portfolio Financings with the PPA Entity amounted to $14.3 million and $3.1 million, respectively. In August 2023, we sold the last consolidated PPA Entity. Please refer to Note 11—Portfolio Financings in this Annual Report on Form 10-K for details.
Investment Tax Credits—Under our Portfolio Financings with the PPA Entity, ITCs were primarily passed through to Equity Investors with approximately 1% to 10% of incentives received by us. These incentives were accounted for by using the flow-through method.
Warranty Costs
We generally provide a manufacturer’s warranty to our products sold to our customers, international channel providers, and financing parties for up to one year following the date of COO of the Energy Server systems. This standard warranty covers defects in materials, workmanship and manufacturing or performance conditions under normal use and service conditions for the first year following COO. Such standard warranty is considered to be assurance-type warranty and consequently does not give rise to performance obligations under ASC 606 and are accounted for as warranty cost accruals under ASC 460, Guarantees.
We recognize warranty costs for those contracts that are considered to be assurance-type warranties and consequently do not give rise to performance obligations or for those maintenance service contracts that were previously in the scope of ASC 605-20-25, Separately Priced Extended Warranty and Product Maintenance Contracts.
In addition, as part of our standard warranty period and Managed Services Agreement obligations, we monitor the operations of the underlying systems and provide output and efficiency guaranties (collectively “product performance guaranties”). If the Energy Server systems run at a lower efficiency or power output than we committed under our performance warranty or guaranty, we will reimburse the customer for this underperformance. Our performance obligation includes ensuring the Energy Server systems operate at least at the efficiency and/or power output levels set forth in the customer agreement. Our aggregate reimbursement obligation for a performance guaranty for each customer is capped based on the purchase price of the underlying Energy Server systems. Product performance guaranty payments are accounted for as a reduction in service revenue. We accrue for product performance guaranties based on the actual or estimated amounts (when actual data is not available) reimbursable at each reporting period and recognize the costs as a reduction to revenue.
Shipping and Handling Costs
We record costs related to shipping and handling in cost of product revenue, cost of installation revenue and cost of service revenue as they are incurred.
Sales and Utility Taxes
We recognize revenue on a net basis for taxes charged to our customers and collected on behalf of the taxing authorities.
Sales Tax—Sales tax collected from customers is recorded as a liability, pending remittance to the taxing jurisdiction. Consequently, sales taxes have been excluded from revenues and costs. It is recognized as a liability until remitted to the applicable state.
Utility Taxes—We are subject to utility taxes in certain jurisdictions on the sale of electricity to customers under PPAs. Because we control the electricity generated by our Energy Server systems before it is transferred to a customer, we are considered the principal in these transactions under ASC 606. Accordingly, utility taxes are presented on a gross basis, with amounts billed to customers included in electricity revenue and the corresponding tax obligations recorded in cost of electricity revenue.
Operating Expenses
Advertising and Promotion Costs—Expenses related to advertising and promotion of products are charged to sales and marketing expenses as incurred. Advertising and promotion expenses for the years ended December 31, 2025 and 2024, were $2.5 million and $1.4 million, respectively. We did not incur any material advertising or promotion expenses during the year ended December 31, 2023.
Research and Development—We conduct internally funded research and development activities to improve anticipated product performance and reduce product life-cycle costs. Research and development costs are expensed as incurred and include salaries and expenses related to employees conducting research and development and other costs.
Stock-Based Compensation—We account for time-based and performance-based stock options, restricted stock units (“RSUs”) and performance-based stock units (“PSUs”) awarded to employees and non-employee directors under the provisions of ASC 718.
Stock-based compensation costs for time-based and performance-based stock options are measured using the Black-Scholes valuation model. The Black-Scholes valuation model uses as inputs the fair value of our common stock and assumptions we make for the volatility of our common stock, the expected term of the award, the risk-free interest rate for a period that approximates the expected term of the stock options and the expected dividend yield. In developing estimates used to calculate assumptions, we established the expected term for employee options as well as expected forfeiture rates based on the historical settlement experience and after giving consideration to vesting schedules. For options with a vesting condition tied to the attainment of service and market conditions, stock-based compensation costs are recognized using Monte Carlo simulations. Recognition of stock-based compensation expense associated with the performance-based stock options commences when the performance condition is considered probable of achievement, using management’s best estimates, which consider the inherent risk and uncertainty regarding the future outcomes of the milestones. Stock-based compensation costs are recorded net of estimated forfeitures such that expense is recorded only for those stock-based awards that are expected to vest. We generally recognize stock-based compensation expense for time-based and performance-based stock options using the straight-line attribution method over the requisite service period, which typically corresponds to the vesting term of three to four years.
Stock-based compensation costs for RSUs and PSUs are measured based on the fair value of the underlying shares on the date of grant. We recognize the compensation cost for RSUs using a straight-line basis over the requisite service period of the RSUs, which is generally three to four years. We recognize compensation cost for PSUs over the requisite service period, which generally spans three years, based on the estimated probability of achieving the performance conditions. For awards with cliff vesting at the end of the performance period, expense is recognized on a straight-line basis over the three-year service period. For awards that vest in annual installments based on yearly performance targets, expense is recognized using the graded vesting method as achievement of the respective milestones becomes probable.
We also use the Black-Scholes valuation model to estimate the fair value of stock purchase rights under the Bloom Energy Corporation 2018 Employee Stock Purchase Plan (the “2018 ESPP”). The fair value of the 2018 ESPP purchase rights is recognized as an expense under the multiple options approach. Forfeitures are estimated at the time of grant and revised in subsequent periods, if necessary, if actual forfeitures differ from initial estimates.
Stock issued to grantees in our stock-based compensation is from authorized and previously unissued shares. Stock-based compensation costs are recorded in the consolidated statements of operations based on the employees’ respective functions. Stock-based compensation costs directly associated with the product manufacturing operations process are capitalized into inventory and deferred cost of revenue and expensed when the capitalized asset is used in the normal course of the sales or services process.
We record deferred tax assets for awards that result in deductions on our income tax returns, unless we cannot realize the deduction (i.e., we are in a net operating loss position), based on the amount of compensation cost recognized and our statutory tax rate.
Refer to Note 10—Stock-Based Compensation and Employee Benefit Plans in this Annual Report on Form 10-K for further discussion of our stock-based compensation arrangements.
Income Taxes
We account for income taxes using the liability method under ASC 740, Income Taxes (“ASC 740”). Under this method, deferred tax assets and liabilities are determined based on net operating loss carryforwards, research and development credit carryforwards and temporary differences resulting from the different treatment of items for tax and financial reporting purposes. Deferred items are measured using the enacted tax rates and laws that are expected to be in effect when the differences reverse. Additionally, we must assess the likelihood that deferred tax assets will be recovered as deductions from future taxable income. We have provided a full valuation allowance on our domestic deferred tax assets because we believe it is more likely than not that our deferred tax assets will not be realized.
We follow the accounting guidance in ASC 740, which requires a more-likely-than-not threshold for financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. We record a liability for the difference between the benefit recognized and measured pursuant to ASC 740-10 and the tax position taken or expected to be taken on our tax return. To the extent that the assessment of such tax positions changes, the change in estimate is recorded in the period in which the determination is made. We established reserves for tax-related uncertainties based on estimates of whether, and the extent to which additional taxes will be due. These reserves are established when we believe that certain positions might be challenged despite our belief that the tax return positions are fully supportable. The reserves are adjusted in light of changing facts and circumstances such as the outcome of a tax audit. The provision for income taxes includes the impact of reserve provisions and changes to reserves that are considered appropriate. We recognize interest and penalties related to unrecognized tax benefits in income tax expense.
Refer to Note 15—Income Taxes in this Annual Report on Form 10-K for further discussion of our income tax expense.
Comprehensive Loss
Our comprehensive loss is comprised of net loss attributable to common stockholders, foreign currency translation adjustment, and comprehensive loss attributable to noncontrolling interest.
Fair Value Measurement
ASC 820, Fair Value Measurement (“ASC 820”), defines fair value, establishes a framework for measuring fair value under U.S. GAAP and enhances disclosures about fair value measurements. Fair value is defined under ASC 820 as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principle or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. The guidance describes a fair value hierarchy based on three levels of inputs, of which the first two
are considered observable and the last unobservable, that may be used to measure fair value:
Level 1Quoted prices in active markets for identical assets or liabilities. Financial assets utilizing Level 1 inputs typically include money market securities and U.S. Treasury securities.
Level 2
Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. We use Level 2 inputs to determine the fair value of our debt instruments (term loans and convertible senior notes).
Level 3Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Financial liabilities utilizing Level 3 inputs include contract embedded derivatives. Their valuations are performed using a Monte Carlo simulation model which considers various potential electricity price curves over the sales contract terms.
Other Balance Sheet Components
Cash, Cash Equivalents, and Restricted Cash
Cash equivalents consist of highly liquid short-term investments with maturities of 90 days or less at the date of purchase.
Restricted cash is held as collateral to provide financial assurance that we will fulfill obligations and commitments primarily related to the Third-Party PPAs and Managed Services Agreements. Restricted cash also includes maintenance service reserves and facility lease agreements. Restricted cash that is expected to be used within one year of the balance sheet date is classified as a current asset, whereas restricted cash expected to be used more than one year from the balance sheet date is classified as a non-current asset.
Accounts Receivable
Accounts receivable primarily represent trade receivables from sales to customers recorded at amortized cost less allowance for credit losses. The allowance for credit losses reflects our best estimate about future losses over the contractual life of outstanding accounts receivable taking into consideration historical experience, specific allowances for known troubled accounts, other currently available information including customer financial condition, and both current and forecasted economic conditions.
Inventories
Inventories consist principally of raw materials, work-in-process and finished goods and are stated on a first-in, first-out basis at a lower of cost or net realizable value. We record inventory excess and obsolescence provisions for estimated obsolete or unsellable inventory, equal to the difference between the cost of inventory and estimated net realizable value based upon assumptions about market conditions and future demand for products generally expected to be utilized over the next 12 to 24 months, including product needed to fulfill our warranty obligations. If actual future demand for our products is less than currently forecasted, additional inventory provisions may be required. Once a provision is recorded, it is maintained until the product to which it relates is sold or otherwise disposed.
Property, Plant and Equipment
Property, plant and equipment, including leasehold improvements, are stated at cost less accumulated depreciation. The Energy Server systems are depreciated to their residual values over their useful economic lives which reflect consideration of the terms of their related PPA. These useful lives are reassessed when there is an expected change in the use of the Energy Server systems. Leasehold improvements are depreciated over the shorter of the lease term or their estimated depreciable lives. Buildings are amortized over the shorter of the lease or property term or their estimated depreciable lives. Assets under construction are capitalized as costs are incurred and depreciation commences after the assets are put into service within their respective asset class.
Depreciation is calculated using the straight-line method over the estimated depreciable lives of the respective assets as follows:
Depreciable Lives
Energy Server systems
15-21 years
Computers, software and hardware
3-5 years
Vehicles, machinery and equipment
5-10 years
Furniture and fixtures
3-5 years
Leasehold improvements
1-10 years
Buildings*
* Lesser of 35 years or the term of the underlying land lease.
When assets are retired or disposed of, the assets and related accumulated depreciation and amortization are removed from our consolidated financial statements and the resulting gain or loss is reflected in the consolidated statements of operations.
Impairment of Long-Lived Assets
Our long-lived assets include property, plant and equipment and the Energy Server systems capitalized in connection with our Managed Services Financing Program and Portfolio Financings. The carrying amounts of our long-lived assets are periodically reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable or that the useful life is shorter than originally estimated. Impairment charges for the year ended December 31, 2025, amounted to $14.8 million, and consisted of: (a) $2.1 million related to our Electrolyzer assets as we ceased our efforts to market and sell the first-generation of the product (for additional details, refer to Note 6—Balance Sheet Components, section Inventories in this Annual Report on Form 10-K), (b) $9.7 million related to construction‑in‑progress associated with manufacturing and infrastructure assets, and (c) $3.0 million related to construction‑in‑progress associated with facility assets supporting development and warehousing activities (for additional details, refer to Note 6—Balance Sheet Components, section Property, Plant and Equipment, Net in this Annual Report on Form 10-K). Impairment charges for the year ended December 31, 2024, amounted to $87.0 million related to the termination of failed sale-and-leaseback transactions and were recorded in Other income (expense), net on our consolidated statements of operations. Impairment charges for the year ended December 31, 2023, amounted to $123.7 million related to the PPA V Repowering and $2.3 million related to the termination of a failed sale-and-leaseback transaction, and were recorded in cost of electricity revenue and in Other income (expense), net on our consolidated statements of operations, respectively.
Equity Method Investments
We account for investments in entities based on the level of ownership and the ability to exercise significant influence over operating and financial policies. If an entity is organized as a limited partnership or limited liability company and maintains separate ownership accounts, we generally account for our investment using the equity method if our ownership interest is 50% or less, unless our interest is so minor that we have virtually no influence over the investee’s operating and financial policies. For all other types of investments, we generally apply the equity method of accounting if our ownership interest is between 20% and 50% and we exercise significant influence over the investee’s operating and financial policies. These investments are presented as investments in unconsolidated affiliates on our consolidated balance sheets.
Income or loss from equity-method investees is reported in equity in earnings (loss) of unconsolidated affiliates on our consolidated statements of operations, and the related carrying value is presented as investments in unconsolidated affiliates on our consolidated balance sheets. Distributions received from equity method investees, if any, are recorded as reductions to the carrying value of the investment on our consolidated balance sheets. Our equity in earnings (loss) of unconsolidated affiliates is adjusted for profit (loss) incurred from sales transactions. Such profit is amortized into equity in earnings (loss) of unconsolidated affiliates on our consolidated statements of operations over the remaining useful lives of the underlying assets.
When timely financial information of an equity method investee is not available, we record our share of the investee’s results on a one-quarter reporting lag using the best estimate, consistent with ASC 323, Investments—Equity Method and Joint Ventures (“ASC 323”). We believe this approach is reasonable and consistently applied. We evaluate whether any events or transactions during the lag period would materially affect our consolidated financial position or results of operations and, if so, record appropriate adjustments in the current period.
An impairment of an investment in an unconsolidated affiliate is recognized when circumstances indicate that a decline in the investment value is other-than-temporary.
Derivatives
We account for our derivative instruments as a liability which are carried at fair value on the consolidated balance sheets. Changes in the fair value of those derivatives are recorded through earnings in the consolidated statements of operations, as they do not qualify neither as cash flow hedges, nor for hedge accounting.
VIE—Methodology and Significant Judgments
We assess at inception and on an ongoing basis whether entities with which we are involved are VIEs and, if so, whether we are the primary beneficiary. We identify the activities that most significantly affect the VIE’s economic performance (e.g., equipment selection and specification, project development and construction oversight, operating and maintenance decision‑making, and commercial/financing decisions) and evaluate whether we have the power to direct those activities. We also assess whether we have the obligation to absorb expected losses or the right to receive expected residual returns that could potentially be significant to the VIE. These assessments are performed in accordance with the applicable guidance under ASC 810, Consolidations (“ASC 810”). Determining the primary beneficiary requires judgment, including evaluating contractual rights (explicit and implicit), decision‑making rights versus protective rights, related‑party considerations, and variability created by guarantees or other support arrangements.
Consolidated VIE—Our Korean JV is a VIE that we consolidate because we have the power to direct the activities that most significantly impact its performance and are exposed to potentially significant benefits/losses from those activities.
Unconsolidated VIEs—Our interests in certain Fund JVs are VIEs for which we are not the primary beneficiary because we do not have power over the activities that most significantly affect the VIEs’ economic performance and our exposure is limited to our equity interests and contractual capital commitments. These interests are accounted for under the equity method.
Allocation of Profits and Losses of Consolidated Entities to Noncontrolling Interests
We generally allocate profits and losses to noncontrolling interests under the hypothetical liquidation at book value (“HLBV”) method. The determination of equity in earnings under the HLBV method requires management to determine how proceeds, upon a hypothetical liquidation of the entity at book value, would be allocated between our investors. The noncontrolling interest balance is presented as a component of permanent equity in the consolidated balance sheets. As of December 31, 2025 and 2024, we had one VIE which we consolidate, the Korean JV, which profit and loss are allocated to noncontrolling interests under the HLBV method.
Foreign Currency Considerations
Items included in the financial statements of each of the Company’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The functional currency of the Company’s parent entity is the U.S. dollar.
The functional currencies of our foreign subsidiaries are local currencies. The functional currency of the Korean JV is the local currency, the South Korean won (“KRW”), since the joint venture is financially independent of its U.S. parent and the KRW is the currency in which the joint venture generates and expends cash. The assets and liabilities of these entities are translated at the rate of exchange at the balance sheet date. Revenue and expenses are translated at the weighted average rate of exchange during the period. For these entities, translation adjustments resulting from the process of translating the local currency financial statements into the U.S. dollars are included in other comprehensive loss. Translation adjustments attributable to noncontrolling interests are allocated to and reported as part of the noncontrolling interests in the consolidated financial statements.
Transactions made in a currency other than the functional currency are remeasured to the functional currency at exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are remeasured to the functional currency at the exchange rate at that date and non-monetary assets and liabilities are measured at historical rates. Foreign currency transaction gains and losses are included as a component of Other income (expense), net in our consolidated statements of operations.
The reporting currency for these consolidated financial statements is the U.S. dollar.
Accounting Guidance Not Yet Adopted
In November 2024, Financial Accounting Standards Board (the “FASB”) issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”). ASU 2024-03 is intended to enhance transparency of income statement disclosures primarily through additional disaggregation of relevant expense captions. The standard is effective for annual reporting periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027, with prospective or retrospective application permitted. We are currently evaluating this guidance, but do not expect the adoption of this guidance to have a material impact on our consolidated financial statements.
In January 2025, the FASB issued ASU 2025-01, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date (“ASU 2025-01”). This update clarifies the effective date of ASU 2024-03, which requires public business entities to provide expanded disclosures about the nature of expenses included in income statement captions. The amendments are effective for annual periods beginning after December 15, 2026, and interim periods within annual periods beginning after December 15, 2027. We are currently evaluating this guidance, but do not expect the adoption of this guidance to have a material impact on our consolidated financial statements.
In May 2025, the FASB issued ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity (“ASU 2025-03”). This update revises the guidance for identifying the accounting acquirer in a business combination when the legal acquiree is a VIE. The amendments require entities to apply the same factors used for voting interest entities when determining the accounting acquirer in transactions primarily effected through the exchange of equity interests. The guidance is effective for annual and interim periods beginning after December 15, 2026, and will be applied prospectively. We do not expect ASU 2025-03 to have a material impact on our consolidated financial statements.
In July 2025, the FASB issued Accounting Standards Update (“ASU”) 2025-05, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets (“ASU 2025-05”). This update introduces a practical expedient for all entities when estimating expected credit losses for current accounts receivable and current contract assets arising from transactions accounted for under ASC 606, Revenue from Contracts with Customers. Under the practical expedient, when developing reasonable and supportable forecasts as part of estimating expected credit losses, an entity may assume that current conditions as of the balance sheet date do not change for the remaining life of the asset. ASU 2025-05 is effective for annual reporting periods beginning after December 15, 2025, and interim reporting within those annual reporting periods. Early adoption is permitted in both interim and annual reporting periods. We are currently evaluating the impact of ASU 2025-05 on our consolidated financial statements.
In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40) (“ASU 2025-06”). This update eliminates references to prescriptive and sequential software development stages within Subtopic 350-40. Under the revised guidance, entities must begin capitalizing software costs once both of the following conditions are met: (a) management has approved and committed funding for the software project; (b) it is probable that the project will be completed and the software will be used as intended (the “probable-to-complete” threshold). The ASU is effective for annual reporting periods beginning after December 15, 2027, and interim reporting within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period. We are currently evaluating the impact of ASU 2025-06 on our consolidated financial statements.
In September 2025, the FASB issued ASU 2025-07, Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606): Derivatives Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue Contract (“ASU 2025-07”). This update introduces a scope exception from derivative accounting for certain non-exchange-traded contracts and clarifies that Topic 606 applies initially to share-based noncash consideration received from a customer. The amendments are effective for annual and interim periods beginning after December 15, 2026, and may be applied prospectively or using a modified retrospective approach. We are currently evaluating the impact of ASU 2025-07 on our consolidated financial statements.
In November 2025, the FASB issued ASU 2025-08, Financial Instruments—Credit Losses (Topic 326): Purchased Loans (“ASU 2025-08”). This update expands the use of the gross-up method to certain acquired loans classified as “purchased seasoned loans,” eliminating the Day 1 credit loss expense for these loans. The amendments are effective for annual and interim periods beginning after December 15, 2026, and will be applied prospectively. We do not expect ASU 2025-08 to have a material impact on our consolidated financial statements.
In November 2025, the FASB issued ASU 2025-09, Derivatives and Hedging (Topic 815): Hedge Accounting
Improvements (“ASU 2025-09”). This update clarifies and expands hedge accounting guidance to better reflect the economics of risk management activities and address issues arising from reference rate reform. Key amendments include allowing broader aggregation of forecasted transactions for cash flow hedges, expanding hedge accounting for certain nonfinancial forecasted transactions, and eliminating certain restrictions on using net written options and foreign-currency-denominated debt instruments in hedge strategies. The amendments are effective for annual and interim periods beginning after December 15, 2026, and will be applied prospectively. We do not expect ASU 2025-09 to have a material impact on our consolidated financial statements.
In December 2025, the FASB issued ASU 2025-10, Government Grants (Topic 832): Accounting for Government Grants Received by Business Entities (“ASU 2025-10”). This update provides authoritative guidance on the recognition, measurement, and presentation of government grants received by business entities, an area previously lacking in U.S. GAAP. The amendments define government grants, establish recognition criteria, and require disclosures about the nature of grants, accounting policies applied, and significant terms and conditions. The amendments are effective for public business entities for annual periods beginning after December 15, 2028, with early adoption permitted. We do not expect ASU 2025-10 to have a material impact on our consolidated financial statements.
Recent Accounting Pronouncements
In August 2023, the FASB issued ASU 2023-05, Business Combinations—Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement (“ASU 2023-05”). This guidance requires joint ventures to measure all assets and liabilities at fair value upon formation. We adopted ASU 2023-05 on January 1, 2025; however, the standard was not applicable to our consolidated financial statements.
In December 2023, the FASB issued ASU 2023-08, Intangibles—Goodwill and Other—Crypto Assets (Subtopic 350-60): Accounting for and Disclosure of Crypto Assets (“ASU 2023-05”). This guidance provides recognition, measurement, presentation, and disclosure requirements for certain crypto assets. We adopted ASU 2023-08 on January 1, 2025; however, the standard was not applicable to our consolidated financial statements.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). This update enhances transparency by requiring expanded disclosures related to the income tax rate reconciliation and income taxes paid. We adopted ASU 2023-09 on January 1, 2025, applying the guidance retrospectively. While the adoption has no impact on our financial statements, it has resulted in incremental disclosures within the footnotes to our consolidated financial statements (see Note 15—Income Taxes in this Annual Report on Form 10-K).
In March 2024, the FASB issued ASU 2024-01, Compensation—Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards (“ASU 2024-01”). This guidance clarifies the application of scope guidance in ASC 718, Compensation—Stock Compensation (ASC 718”) by providing an illustrative example to help entities determine whether profits interest and similar awards should be accounted for under ASC 718. We adopted ASU 2024-01 on January 1, 2025, and applied the amendments prospectively. The adoption of this standard did not have a material impact on our consolidated financial statements.
In March 2024, the FASB issued ASU 2024-02, Codification Improvements—Amendments to Remove References to the Concepts Statements (“ASU 2024-02”). This update removes references to various FASB Concepts Statements and includes technical corrections such as conforming amendments, clarifications, and other minor improvements intended to simplify U.S. GAAP without resulting in significant accounting changes for most entities. We adopted ASU 2024-02 on January 1, 2025. The adoption of this standard did not have a material impact on our consolidated financial statements.
In November 2024, the FASB issued ASU 2024-04, Debt—Debt with Conversion and Other Options (Subtopic 470-20): Induced Conversions of Convertible Debt Instruments (“ASU 2024-04”). This standard clarifies the accounting for inducements offered to holders of convertible debt instruments to convert their debt-to-equity securities. Under the guidance, an entity recognizes an inducement expense equal to the fair value of all securities and other consideration transferred in excess of the fair value of the securities and other consideration issuable pursuant to the original conversion terms, measured as of the offer acceptance date. The guidance applies to fiscal years and interim periods within fiscal years beginning after December 15, 2025. We early adopted ASU 2024-04 in fiscal year 2025 and applied the guidance to the induced conversion of our existing convertible notes during that period. The adoption did not require a cumulative-effect adjustment to opening retained earnings. See Note 8—Outstanding Loans and Security Agreements, sections Induced Conversions of the Existing Notes in this Annual Report on Form 10-K.
In May 2025, the FASB issued ASU 2025-04, Compensation—Stock Compensation (Topic 718) and Revenue from
Contracts with Customers (Topic 606): Clarifications to Share-Based Consideration Payable to a Customer (“ASU 2025-04”). This update clarifies the accounting for share-based consideration payable to a customer, including revising the definition of performance condition, eliminating the forfeiture policy election for customer awards, and clarifying that the variable consideration constraint does not apply to such awards. The amendments are effective for annual periods beginning after December 15, 2026, including interim periods, and may be applied using either a modified retrospective or full retrospective approach. We early adopted ASU 2025-04 in fiscal year 2025 and applied the guidance to the accounting of share-based consideration payable to customer during that period. The adoption did not require a cumulative-effect adjustment to opening retained earnings. See Note 3—Revenue Recognition, sections Commitment to Issue Share-Based Consideration Payable to Customer’s Customer in this Annual Report on Form 10-K.
v3.25.4
Revenue Recognition
 12 Months Ended
Dec. 31, 2025
Revenue from Contract with Customer [Abstract]  
Revenue Recognition Revenue Recognition
Contract Balances
The following table provides information about accounts receivables, contract assets, customer deposits and deferred revenue from contracts with customers (in thousands):
December 31,
 20252024
Accounts receivable$371,796 $335,841 
Contract assets241,186 145,162 
Customer deposits78,207 220,115 
Deferred revenue 65,608 66,304 
Contract assets relate to contracts for which revenue is recognized upon transfer of control of performance obligations, but where billing milestones have not been reached. Contract liabilities are represented by deferred revenue. Customer deposits and deferred revenue include payments received from customers or invoiced amounts prior to transfer of goods or services.
Contract assets and contract liabilities are reported in a net position on an individual contract basis at the end of each reporting period. Contract assets are classified as current in the consolidated balance sheets when the milestones other than the passage of time, are expected to be complete and the customer is invoiced within one year of the balance sheet date, and as long-term when both the above-mentioned milestones are expected to be complete, and the customer is invoiced more than one year from the balance sheet date. Contract liabilities are classified as current in the consolidated balance sheets when the revenue recognition associated with the related customer payments and invoicing is expected to occur within one year of the balance sheet date and as long-term when the revenue recognition associated with the related customer payments and invoicing is expected to occur in more than one year from the balance sheet date.
Contract Assets
Years Ended
December 31,
20252024
Beginning balance$145,162 $41,366 
Transferred to accounts receivable from contract assets recognized at the beginning of the period, net of other adjustments
(102,767)(34,314)
Revenue recognized and not billed as of the end of the period
182,844 128,479 
Other Adjustments1
15,947 9,631 
Ending balance$241,186 $145,162 
1 2025: Represented by $15.9 million share-based consideration payable to customer’s customer as of December 31, 2025 (refer to section Commitment to Issue Share-Based Consideration Payable to Customer’s Customer below).
2024: Represented by $9.6 million payment to customer’s customer for the year ended December 31, 2024.
Deferred Revenue
Deferred revenue activity during the years ended December 31, 2025 and 2024, consisted of the following (in thousands):
Years Ended
December 31,
20252024
Beginning balance$66,304 $72,328 
Additions1,497,242 1,142,599 
Revenue recognized(1,497,938)(1,148,623)
Ending balance$65,608 $66,304 
Deferred revenue is equivalent to the total transaction price allocated to the performance obligations that are unsatisfied, or partially unsatisfied, as of the end of the period. The primary component of deferred revenue at the end of the period consists of performance obligations relating to the provision of maintenance services under current contracts and future renewal periods. Some of these obligations provide customers with material rights over a period that we estimate to be largely commensurate with the period of their expected use of the associated products. As a result, we expect to recognize these amounts as revenue over a period of up to 21 years, predominantly on a relative stand-alone selling price basis that reflects the cost of providing these services. Deferred revenue also includes performance obligations relating to product acceptance and installation. A significant amount of this deferred revenue is reflected as additions and revenue recognized in the same 12-month period, and a portion of this deferred revenue is expected to be recognized beyond this 12-month period mainly due to deployment schedules.
As of December 31, 2025, we have unsatisfied performance obligations of $394.4 million, primarily related to product sales and installation services. We expect to recognize the associated revenue within the next 1 to 2 years, consistent with customers’ project deployment schedules. In addition, we had unsatisfied performance obligations of $25.0 million related mainly to deferred service contracts which we expect to recognize over the remaining contractual terms ranging from 1 to 26 years.
We do not disclose the value of the unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed.
Disaggregated Revenue
We disaggregate revenue from contracts with customers into four revenue categories: product, installation, service and electricity (in thousands):
Years Ended
December 31,
202520242023
Revenue from contracts with customers:
Product revenue$1,531,281 $1,085,153 $975,245 
Installation revenue204,068 122,318 92,796 
Service revenue
228,295 213,542 183,065 
Electricity revenue37,970 20,381 17,676 
Total revenue from contracts with customers
2,001,614 1,441,394 1,268,782 
Revenue from contracts that contain leases:
Electricity revenue22,380 32,462 64,688 
Total revenue$2,023,994 $1,473,856 $1,333,470 
Commitment to Issue Share-Based Consideration Payable to Customer’s Customer
On October 28, 2025, in connection with the partnership between the Company and Oracle Corporation (“Oracle”) to provide on-site solid state power for AI data centers, subject to the negotiation of a warrant mutually acceptable to the Company and Oracle, we agreed to issue to Oracle a warrant (the “Warrant”) to purchase up to an aggregate of 3,531,073 shares of Class A common stock, with an exercise price of $113.28 per share, closing market price on October 28, 2025. We and Oracle agreed that (i) the expiration date of the Warrant will be six (6) months from the date of the issuance of the Warrant, (ii) the Warrant will include customary anti-dilution adjustments, transfer restrictions and exercise procedures, and (iii) the Warrant will not entitle the holder to any voting rights, dividends or other rights as a stockholder of the Company prior to the exercise and settlement of the Warrant. This investment strengthens the partnership and its objective of accelerating the adoption of Bloom fuel cell technology for large scale AI data centers, specifically and onsite power generally. The Warrant and the shares underlying the Warrant are expected to be issued in reliance on the exemption from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended.
As of December 31, 2025, the Warrant had not been issued and no grant date had been established. Consistent with ASC 606 and ASC 718, as clarified by ASU 2025‑04, we measure the expected fair value of such share‑based consideration payable to customer’s customer and recognize it as a reduction of revenue when, or as, the related goods are transferred and installation obligations fulfilled. The expected fair value of the Warrant is estimated using a Black‑Scholes valuation model, consistent with ASC 718’s fair‑value measurement framework. We used the following weighted-average assumptions for determination of the Warrant fair value:
Year Ended
December 31, 2025
Risk-free interest rate
3.6%
Expected term (years)
0.5
Expected dividend yield
—
Expected volatility
96.2%
As of December 31, 2025, the estimated total fair value of the Warrant was $55.9 million. Based on the proportion of product and installation obligations fulfilled under executed statements of work with the key hyperscaler as of December 31, 2025, we recognized $15.9 million of the Warrant’s fair value as an increase to Additional paid‑in capital, with a corresponding reduction to revenue, comprising $15.8 million within product revenue and $0.1 million within installation revenue. The remaining fair value will be recognized as a reduction of revenue as the related goods are transferred and installation obligations fulfilled under executed statements of work. We will update our estimate of the award’s fair value at each reporting date until a grant date is established, with any changes recorded as cumulative adjustments to revenue and Additional paid‑in capital.
v3.25.4
Financial Instruments
 12 Months Ended
Dec. 31, 2025
Cash and Cash Equivalents [Abstract]  
Financial Instruments Financial Instruments
Cash, Cash Equivalents, and Restricted Cash
The carrying values of cash, cash equivalents, and restricted cash approximate fair values and were as follows (in thousands):
December 31,
 20252024
As Held:
Cash$94,997 $201,613 
Money market funds2,386,583 749,358 
$2,481,580 $950,971 
As Reported:
Cash and cash equivalents$2,454,108 $802,851 
Restricted cash27,472 148,120 
$2,481,580 $950,971 
Restricted cash consisted of the following (in thousands):
December 31,
 20252024
  
Restricted cash, current
$1,973 $110,622 
Restricted cash, non-current
25,499 37,498 
$27,472 $148,120 
In December 2024, we issued a $100.0 million letter of credit in favor of one of our major customers to guarantee the performance in accordance with the limited indemnity and cooperation agreement dated November 14, 2024, related to the supply of 100 MW of Energy Server systems. This letter of credit was recorded in restricted cash, current on our consolidated balance sheets as of December 31, 2024, and was released in the first quarter of the fiscal year 2025.
In the fourth quarter of fiscal year 2025, $6.7 million of restricted cash previously pledged under the PPA IIIb repowering arrangement was released to us. This release reduced the restricted cash balance established in 2019 to fund operations and maintenance obligations related to the Energy Server systems.
Factoring Arrangements
We sell certain customer trade receivables on a non-recourse basis under factoring arrangements with certain financial institutions. To date, these have primarily been trade receivables from SK ecoplant, a subsidiary of the SK Group, primarily resulting from extended payment terms. These transactions are accounted for as sales and cash proceeds are included in cash used in operating activities.
We derecognized $184.2 million and $291.4 million of accounts receivable during the years ended December 31, 2024 and 2023, respectively. The cost of factoring such accounts receivable on our consolidated statements of operations for the years ended December 31, 2024 and 2023, was $4.0 million and $5.5 million, respectively. The cost of factoring is recorded in general and administrative expenses.
There were no new factoring arrangements entered into during the year ended December 31, 2025.
v3.25.4
Fair Value
 12 Months Ended
Dec. 31, 2025
Fair Value Disclosures [Abstract]  
Fair Value Fair Value
Our accounting policy for the fair value measurement of cash equivalents is described in Note 2—Summary of Significant Accounting Policies in this Annual Report on Form 10-K.
Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis
The tables below set forth, by level, our financial assets and liabilities that are accounted for at fair value for the respective periods. The table does not include assets and liabilities that are measured at historical cost or any basis other than fair value (in thousands):
Fair Value Measured at Reporting Date Using
December 31, 2025Level 1Level 2Level 3Total
Assets
Cash equivalents:
Money market funds$2,386,583 $— $— $2,386,583 
Liabilities
Derivatives:
Embedded EPP derivatives$— $— $5,607 $5,607 

 Fair Value Measured at Reporting Date Using
December 31, 2024Level 1Level 2Level 3Total
Assets
Cash equivalents:
Money market funds$749,358 $— $— $749,358 
Liabilities
Derivatives:
Embedded EPP derivatives$— $— $5,070 $5,070 
Money Market Funds—Money market funds are valued using quoted market prices for identical securities and are therefore classified as Level 1 financial assets.
Embedded Escalation Protection Plan Derivative Liability in Sales Contracts—We estimate the fair value of the embedded EPP derivatives in certain sales contracts using a Monte Carlo simulation model, which considers various potential electricity price curves over the sales contracts’ terms. We use historical grid prices and available forecasts of future electricity prices to estimate future electricity prices. We have classified these derivatives as Level 3 financial liability.
The changes in the Level 3 financial liabilities during the years ended December 31, 2025, 2024 and 2023, were as follows (in thousands):
Embedded EPP Derivative Liability
Liabilities at December 31, 2023
$4,376 
Changes in fair value694 
Liabilities at December 31, 2024
5,070 
Changes in fair value537 
Liabilities at December 31, 2025
$5,607 
To estimate the liabilities related to the EPP contracts, an option pricing method was implemented through a Monte Carlo simulation, which considers various potential electricity price forward curves over the sales contracts’ terms. We use historical grid prices and available forecasts to estimate future electricity prices. The grid pricing EPP guarantees that we provided in some of our sales arrangements represent an embedded derivative, with the initial value accounted for as a reduction in product revenue and any changes, reevaluated quarterly, in the fair market value of the derivative recorded in Loss on revaluation of embedded derivatives.
The unobservable inputs were simulated based on the available values for avoided cost and cost of electricity as calculated for December 31, 2025 and 2024, using an expected growth rate of 7% over the contracts’ life and volatility of 15%. The estimated growth rate and volatility were estimated based on the historical tariff changes for the period 2008 to 2025. Avoided cost is the transmission and distribution cost expressed in dollars per kilowatt hours avoided in the given year of the contract, calculated using the billing rates of the effective utility tariff applied during the year to the host account for which usage is offset by the generator. If the billing rates within the utility tariff change during the measurement period, the average amount of charge for each rate shall be weighted by the number of effective months for each amount.
The inputs listed above would have had a direct impact on the fair values of the EPP derivatives if they were adjusted. Generally, a decrease in electric grid prices would result in an increase in the estimated fair value of our EPP derivative liabilities.
For the years ended December 31, 2025, 2024 and 2023, we recorded the fair value of the embedded EPP derivatives with no material unrealized gains or losses in either of the three years ended December 31, 2025, 2024 and 2023, in our consolidated statements of operations. The fair value of these derivatives was $5.6 million and $5.1 million as of December 31, 2025 and 2024, respectively.
Financial Assets and Liabilities Not Measured at Fair Value on a Recurring Basis
Debt Instruments—The term loans and convertible senior notes are based on rates currently offered for instruments with similar maturities and terms (Level 2). The following table presents the estimated fair values and carrying values of debt instruments (in thousands):
 December 31, 2025December 31, 2024
 Net Carrying
Value		Fair ValueNet Carrying
Value		Fair Value
   
Debt instruments
Recourse:
0% Convertible Senior Notes due November 2030
$2,442,091 $2,140,536 $— $— 
3.0% Green Convertible Senior Notes due June 20291
73,473 313,740 391,239 532,789 
3.0% Green Convertible Senior Notes due June 20281
98,162 456,764 619,111 872,344 
2.5% Green Convertible Senior Notes due August 2025
— — 114,385 163,875 
Non-recourse:
4.6% Term Loan due October 2026
2,769 3,009 2,705 2,856 
4.6% Term Loan due April 2026
$1,384 $1,550 $1,352 $1,482 
1 The increase in fair value primarily reflects the rise in the Company’s stock price.
On May 7, 2025, we entered into the Exchange Agreements with certain holders of our 2.5% Green Notes. Pursuant to the Exchange Agreements, $112.8 million in aggregate principal amount of the 2.5% Green Notes, and related accrued and unpaid interest, were exchanged for $115.7 million in aggregate principal amount of the 3.0% Green Notes due June 2029. As of August 15, 2025, the maturity date, the remaining $2.2 million aggregate principal amount of our 2.5% Green Notes outstanding following the Debt Exchange, was settled through the issuance of our Class A common stock.
On November 4, 2025, we issued the 0% Notes in an aggregate principal amount of $2,500.0 million due November 2030, unless earlier repurchased, redeemed or converted, resulting in net cash proceeds of $2,440.2 million. Concurrently with the issuance of the 0% Notes, we entered into the Exchange Transactions with a limited number of holders of our existing convertible debt to exchange (i) $532.8 million principal amount of the 3.0% Green Notes due June 2028 for aggregate consideration consisting of $539.6 million in cash, including related accrued interest, and 24,302,183 shares of our Class A common stock, and (ii) $443.1 million principal amount of the 3.0% Green Notes due June 2029 for aggregate consideration consisting of $448.8 million in cash, including related accrued interest, and 18,105,762 shares of our Class A common stock.
For details of the Debt Exchange, 2.5% Green Notes settlement, issuance of the 0% Notes and the Exchange Transactions, see Note 8—Outstanding Loans and Security Agreements in this Annual Report on Form 10-K.
v3.25.4
Balance Sheet Components
 12 Months Ended
Dec. 31, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Balance Sheet Components Balance Sheet Components
Inventories
The components of inventory consist of the following (in thousands):
December 31,
 20252024
Raw materials$351,757 $315,735 
Work-in-progress125,036 79,601 
Finished goods166,513 149,320 
$643,306 $544,656 
During the year ended December 31, 2025, we recorded a reserve of $19.7 million related to our Electrolyzer inventory as we ceased our efforts to market and sell the first-generation of the product. The affected inventory has no alternative use and is not expected to be sold or utilized in other programs. The related expenses were recognized within cost of product revenue in our consolidated statements of operations.
The inventory reserves were $39.3 million and $15.9 million as of December 31, 2025 and 2024, respectively.
Prepaid Expenses and Other Current Assets
Prepaid expenses and other current assets consist of the following (in thousands):
December 31,
 20252024
  
Prepaid hardware and software maintenance$6,327 $7,972 
Interest receivable6,029 1,316 
Prepaid corporate insurance5,182 6,774 
Prepaid managed services4,705 5,230 
Tax receivables4,509 4,981 
Prepaid deferred commissions3,049 1,123 
Receivables from employees2,507 3,259 
Deferred expenses1,559 1,215 
Prepaid workers compensation796 620 
Deposits made376 348 
Prepaid medical insurance232 177 
Other prepaid expenses and other current assets14,534 13,188 
$49,805 $46,203 
Property, Plant and Equipment, Net
Property, plant and equipment, net, consists of the following (in thousands):
December 31,
 20252024
   
Vehicles, machinery and equipment$203,731 $200,004 
Energy Server systems165,629 165,629 
Leasehold improvements129,665 122,413 
Construction-in-progress83,067 86,731 
Buildings53,156 53,221 
Computers, software and hardware34,761 33,910 
Furniture and fixtures11,090 10,943 
681,099 672,851 
Less: accumulated depreciation(282,592)(269,376)
$398,507 $403,475 
Depreciation expense related to property, plant and equipment was $50.6 million, $53.0 million and $62.6 million for the years ended December 31, 2025, 2024, and 2023, respectively.
Depreciation expense for property, plant and equipment under operating leases by PPA V (sold in August 2023) was $10.9 million for the year ended December 31, 2023. There was no depreciation expense for such assets for the years ended December 31, 2025 and 2024.
PPA V Repowering
In August 2023, we started a project (the “PPA V Repowering”) to replace 37.1 megawatts of the Energy Server systems (the “old PPA V Energy Servers”) at PPA V with current generation Energy Server systems (the “new PPA V Energy Servers”). The replacement was completed in the first quarter of fiscal year 2024. For additional information, see Note 11—Portfolio Financings in this Annual Report on Form 10-K.
Assets Buyout and Repowering
In fiscal year 2024 we terminated certain of our legacy Managed Services Agreements, previously recorded as failed sale and lease-back transactions upon inception and bought back the old Energy Server systems from the respective legacy financiers. Total cost of Energy Server systems bought back was $144.1 million. For failed sale and lease-back transactions termination accounting, see Note 9—Leases in this Annual Report on Form 10-K.
Title for certain Energy Server systems bought back in December 2024, was simultaneously transferred to a Bloom-owned special purpose vehicle (the “SPV”, “New Project Company”), subsequently sold to the new financier. Upon sale, we entered into the EPC Agreement and the O&M Agreement with the New Project Company. For additional information, see Note 11—Portfolio Financings in this Annual Report on Form 10-K.
Impairment of Assets
In fiscal year 2025, we recognized total impairment charges of $14.8 million, consisting of $2.1 million related to our Electrolyzer assets following our decision to cease efforts to market and sell the first‑generation product, and $12.7 million related to construction‑in‑progress associated with manufacturing and infrastructure assets and facilities supporting development and warehousing activities. In accordance with ASC 360, Property, Plant and Equipment, the impaired balances, all included in Construction-in-progress, were written down to their fair value. We recorded $11.8 million of the impairment loss within Cost of product revenue and $3.0 million within Research and development expenses.
Other Long-Term Assets
Other long-term assets consist of the following (in thousands):
December 31,
20252024
   
Deferred commissions$19,109 $13,372 
Deferred expenses8,111 8,776 
Deferred financing costs3,412 — 
Deposits made3,001 3,123 
Long-term lease receivable2,193 3,159 
Deferred tax asset1,780 1,888 
Prepaid managed services1,316 1,317 
Prepaid and other long-term assets18,281 14,501 
$57,203 $46,136 
Accrued Warranty and Product Performance Liabilities
Accrued warranty and product performance liabilities consist of the following (in thousands):
December 31,
 20252024
   
Product performance$16,791 $13,697 
Product warranty3,222 2,862 
$20,013 $16,559 
Changes in the product warranty and product performance liabilities were as follows (in thousands):
Balances at December 31, 2023
$19,326 
Accrued warranty, net and product performance liabilities
18,407 
Product performance expenditures during the year
(21,174)
Balances at December 31, 2024
16,559 
Accrued warranty, net and product performance liabilities
21,413 
Product performance expenditures during the year
(17,959)
Balances at December 31, 2025
$20,013 
Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities consist of the following (in thousands):
December 31,
 20252024
   
Compensation and benefits$97,571 $67,682 
General invoice and purchase order accruals76,909 43,652 
Accrued installation14,278 1,660 
Sales-related liabilities12,031 4,714 
Sales tax liabilities10,054 10,215 
Accrued legal expenses2,599 1,198 
Provision for income tax2,115 784 
Accrued consulting expenses1,475 1,254 
Finance lease liability1,370 981 
Current portion of derivative liabilities1,353 482 
Interest payable913 3,927 
Accrued restructuring costs482 341 
Interim VAT liability281 1,109 
Other823 451 
$222,254 $138,450 
Preferred Stock
As of December 31, 2025 and 2024, we had 20,000,000 shares of preferred stock authorized. 13,491,701 of these shares were previously designated as the Series B redeemable convertible preferred stock, par value $0.0001 per share (the “Series B RCPS”) and were converted to Class A common stock as of September 23, 2023, as a result of the SK ecoplant Second Tranche Closing. For additional information, please see Note 17—SK ecoplant Strategic Investment in this Annual Report on Form 10-K.
The preferred stock had $0.0001 par value. There were no shares of preferred stock issued and outstanding as of December 31, 2025 and 2024.
Conversion of Class B Common Stock
On July 27, 2023, in accordance with our Restated Certificate of Incorporation, each share of our Class B common stock entitled to ten votes per share automatically converted into one share of our Class A common stock entitled to one vote per share.
v3.25.4
Investments in Unconsolidated Affiliates
 12 Months Ended
Dec. 31, 2025
Equity Method Investments and Joint Ventures [Abstract]  
Investments in Unconsolidated Affiliates Investments in Unconsolidated Affiliates
In August 2025, Bloom Energy concluded a transaction with Brookfield Asset Management (“Brookfield”) for a prospective financing framework structure (the “Financing Structure”) of up to $5.0 billion over five years for future Bloom Energy fuel cell projects that meet certain investment criteria and contractual criteria or are otherwise approved by Brookfield. The Financing Structure is housed in an AI Infrastructure Fund created by Brookfield (the “AI Fund”). Generally, Bloom fuel cell projects financed through the Financing Structure will be owned by the AI Fund under one of two categories of the Financing Structure. For each Bloom fuel cell project that has a term less than five years under the Financing Structure (Short Term AI Fund), Bloom Energy will contribute sufficient funds for a passive equity holding not to exceed 9.9%. For each Bloom fuel cell project that has a term greater than or equal to five years under the Financing Structure (Long Term AI Fund) Bloom Energy will contribute sufficient funds for a passive equity holding not to exceed the lesser of (i) 9.9% of the equity amount and (ii) 2% of the projected investment amount, and these projects that are five years or longer will entitle Bloom to a put right back
to the AI Fund at a set rate of return. For each category, the AI Fund and Bloom have agreed on target returns for projects, and Bloom Energy expects to receive its proportional distribution with respect to each project. Bloom Energy and Brookfield have also entered into a project under the Financing Structure but outside of Short Term AI Fund and Long Term AI Fund pursuant to which Bloom Energy contributed a passive equity investment of 15.0%, and the parties retain the ability to enter into other such JVs outside the AI Fund (the “Other JVs”).
The Financing Structure contains provisions that provide Brookfield (i) exclusivity over certain types of Bloom fuel cell projects, (ii) periodic review by Brookfield of Bloom’s fuel cell project pipeline and, consequently, (iii) a stand still arrangement restricting Brookfield and certain of its affiliates from owning and trading Bloom Energy stock.
We account for each investment in both the AI Fund JVs and the Other JVs (collectively, the “Fund JVs”) as an investment under the equity method of accounting in accordance with ASC 323. The AI Fund and Brookfield hold the remaining ownership interests and serve as the primary beneficiaries; accordingly, both the AI Fund JVs, whether the Short Term AI Fund or Long Term AI Fund, and the Other JVs are not consolidated by us. As of December 31, 2025, we hold equity interests in the following Fund JVs:

Bloom Equity Interest as of December 31, 2025
AI Fund JVs
Bolt US Class A JVCo LLC9.9%
Bolt US JVCo LLC9.9%
Other JVs
ORC HoldCo LLC15.0%
Our total capital commitment to the Fund JVs as of December 31, 2025 is $58.2 million. Capital contributions are made in tranches, pursuant to funding requests issued by the AI Fund or Brookfield, and are tied to specific project milestones and operational needs. From time to time, additional capital contributions may be required as funding requests (capital calls) are issued in accordance with the governing agreements. We do not provide, and are not required to provide, any liquidity support, guarantees, or other financial commitments to the Fund JVs beyond our contractually committed capital contributions.
Our maximum exposure to loss from the involvement with the Fund JVs was $45.7 million as of December 31, 2025. This amount consists of: (i) the carrying amount of our equity investments, totaling $10.0 million, (ii) remaining unfunded capital commitments of $21.7 million, and (iii) deferred profit related to sales to the Fund JVs of $14.0 million. The Fund JVs’ creditors do not have recourse to our general credit, and Bloom has not entered into any arrangements that would expose it to additional loss or require it to provide financial support to the Fund JVs.
The results of operations include our proportionate share of each Fund JV’s net earnings or loss, which are reported net of Fund JV’s income tax provisions and presented as a single line item, Equity in earnings (loss) of unconsolidated affiliates, in our consolidated statements of operations.
We record our share of profit from sales of our products to the Fund JVs as a reduction of equity in earnings (loss) of unconsolidated affiliates. This share of profit reduces the carrying amount of our investments in unconsolidated affiliates. To the extent the cumulative reduction of equity in earnings (loss) of unconsolidated affiliates exceed the investment’s carrying amount, the excess is presented as either Deferred profit in transactions with unconsolidated affiliates, or Accrued expenses and other current liabilities, based on the expected timing of realization. The deferred profit reverses (increasing equity in earnings (loss) of unconsolidated affiliates and restoring the investment balance) as profit is realized over the remaining useful life through depreciation of the underlying assets. As of December 31, 2025, the deferred profit balance was $13.9 million, all of which was classified as a noncurrent liability. During the year ended December 31, 2025, we recognized $40.4 million of equity‑method losses from unconsolidated affiliates, all of which related to intra‑entity profit from sale of assets eliminated in accordance with ASC 323. This eliminated profit will be recognized over the useful lives of the underlying assets as they are depreciated.
Changes in the investment balance for the year ended December 31, 2025, were as follows (in thousands):
Balances at December 31, 2024
$— 
Current period investment in unconsolidated affiliates
36,491 
Equity in loss of unconsolidated affiliates
(40,421)
Deferred profit in transactions with unconsolidated affiliates
13,928 
Accrued expenses and other current liabilities
39 
Balances at December 31, 2025
$10,037 
We record our share of the Fund JVs’ results of operations on a one-quarter reporting lag because the Fund JVs’ financial information is not available in sufficient time to apply the equity method as of Bloom’s reporting date. We believe that the use of this lag time is reasonable in the circumstances and does not materially affect the results of operations. Any material transactions or events occurring during the lag period that would significantly affect our consolidated financial position or results of operations are recognized in the current reporting period.
Management evaluates each investment in each of the Fund JVs for impairment in accordance with ASC 323. Through December 31, 2025, no indicators of impairment were identified related to the investments.
SK ecoplant Strategic Investment
In October 2021, we expanded our existing relationship with SK ecoplant. As part of this arrangement, we amended the previous Preferred Distribution Agreement (the “Restated PDA”) with SK ecoplant. The Restated PDA establishes SK ecoplant’s purchase commitments for our Energy Server systems for the three-year period on a take-or-pay basis as well as the basis for determining the prices at which the Energy Server systems and related components will be sold. In October 2021, we also entered into a new Commercial Cooperation Agreement (the “CCA”) regarding initiatives pertaining to the hydrogen market and general market expansion for our products.
In September 2023, and December 2023, we entered into the First and the Second Amendments to the Restated PDA, respectively (the “First Amended Restated PDA” and the “Second Amended Restated PDA”, respectively). The First Amended Restated PDA amends the delivery terms. The Second Amended Restated PDA extends the initial term of the Restated PDA to December 31, 2027, and increases SK ecoplant’s purchase commitments for Bloom Energy products.
The Second Amended Restated PDA adds a new minimum purchase commitment of 250 megawatts and extends the timing of delivery of the remaining take-or- pay commitment under the original agreement. For the four-year period from January 1, 2024, to December 31, 2027, the total purchase commitment under the Second Amended Restated PDA is 500 megawatts, including a re-commitment of 250 megawatts from the Restated PDA and an additional 250 megawatts commitment.
Under the Second Amended Restated PDA SK ecoplant can fulfill its volume commitments with both our Energy Server systems and the Electrolyzer and this enables SK ecoplant to pursue opportunities globally outside of the Republic of Korea. The purchase commitments are expressed on a quarterly and annual basis. Should SK ecoplant fail to meet these purchase commitments, this would constitute an event of default and we would be entitled to damages equivalent to the lost profit.
The Initial Investment
In October 2021, we entered into the SPA pursuant to which we agreed to sell and issue to SK ecoplant 10,000,000 shares of Series A RCPS at a purchase price of $25.50 per share for an aggregate purchase price of $255.0 million. On December 29, 2021, the closing of the sale of the Series A RCPS was completed, and we issued 10,000,000 shares of the Series A RCPS (the “Initial Investment”).
In addition to the Initial Investment, the SPA provided SK ecoplant with an option to acquire a variable number of shares of Class A common stock (the “Option”). According to the SPA, SK ecoplant was entitled to exercise the Option through August 31, 2023, and the transaction must have been completed by November 30, 2023. We concluded that the Option was a freestanding financial instrument and was separately recorded at fair value on the date the SPA was executed.
On August 10, 2022, pursuant to the SPA, SK ecoplant notified us of its intent to exercise its option to purchase additional shares of our Class A common stock, pursuant to a Second Tranche Exercise Notice (as defined in the SPA) electing to purchase 13,491,701 shares at a purchase price of $23.05 per share. Upon the receipt of the notice from SK ecoplant the Option met the criteria of equity award and was classified as a forward contract in Additional paid-in capital.
On November 8, 2022, each share of the Series A RCPS was converted into 10,000,000 shares of Class A common
stock.
On December 6, 2022, SK and Bloom mutually agreed to delay the Second Tranche Closing until March 31, 2023. The mutual agreement to modify the closing date did not change the accounting or valuation of the equity-classified forward recorded.
The Second Tranche Closing
On March 20, 2023, SK ecoplant entered into an amendment of the SPA (the “Amended SPA”) with us, pursuant to which on March 23, 2023, we issued and sold to SK ecoplant 13,491,701 shares of non-voting Series B RCPS, par value $0.0001 per share, at a purchase price of $23.05 per share for cash proceeds of $311.0 million, excluding issuance cost of $0.5 million.
The Amended SPA triggered the modification of the equity-classified forward contract on Class A common stock, which resulted in the derecognition of the pre-modified fair value of the forward contract given to SK ecoplant of $76.2 million. We valued the forward contract as the difference between our Class A common stock trading price adjusted by a discount for lack of marketability (“DLOM”) as of the date of Amended SPA (the “Valuation Date”) and the present value of the strike price, with further reduction associated with the expected outcome of the Second Tranche Closing. The derecognition of the pre-modified fair value was recorded in Additional paid-in capital in our consolidated balance sheets as of December 31, 2025 and 2024.
The Series B RCPS was accounted for as a stock award with liability and equity components. The liability component of the Series B RCPS was recognized at the redemption value of $311.0 million, less issuance costs of $0.5 million, and was recorded in current liabilities in our consolidated balance sheets as of March 31, 2023. The equity component of the Series B RCPS (the “Conversion Option”) was valued as a European-type call option under the guidance of ASC 718 by applying the Black-Scholes valuation model using inputs of the strike price, maturity, risk-free rate, and volatility. In addition, DLOM was applied to the Class A common stock price. The Conversion Option was recognized at its fair value of $16.1 million on March 20, 2023, and recorded in Additional paid-in capital in our consolidated balance sheets as of December 31, 2025 and 2024.
On March 20, 2023, in connection with the Amended SPA we also entered into a Shareholders’ Loan Agreement with SK ecoplant (the “Loan Agreement”), pursuant to which we had the option to draw on a loan from SK ecoplant with a maximum principal amount of $311.0 million, a maturity of five years and an interest rate of 4.6%, should SK ecoplant have sent a redemption notice to us under the Amended SPA (i.e., loan commitment asset). We concluded that the loan commitment was a freestanding financial instrument as of the Valuation Date, as such its fair value was based on the difference between the present value of cash flows associated with a loan with a market-participant based interest rate (i.e., the rate for which the value of the hypothetical loan agreement equals the face value of the Loan Agreement) and the cash flows associated with the loan committed to by SK ecoplant, and applied a redemption probability to the difference. The Series B RCPS redemption probability was obtained from a lattice model used to value the Series B preferred stock. As of September 23, 2023, the loan commitment asset from SK ecoplant was derecognized as a result of automatic conversion of all shares of the Series B RCPS into shares of our Class A common stock.
The Amended SPA and the Loan Agreement provided us with cash proceeds of $311.0 million and a loan commitment asset of $52.8 million from SK ecoplant for total consideration of $363.8 million. In return, SK ecoplant received consideration of $403.3 million, consisting of the release from the obligation to close on the original transaction fair valued at $76.2 million, the obligation from us to issue the Series B RCPS at redemption value of $311.0 million, and the option to convert the Series B RCPS to Class A common stock, which had an estimated fair value of $16.1 million. The excess consideration provided by us amounted to $39.5 million, which resulted in a reduction of our deferred revenue and customer deposits by $24.6 million related to the Initial Investment, as of March 31, 2023. The net excess consideration of $14.9 million was recognized as $8.2 million in Prepaid expenses and other current assets and $6.7 million was classified as Other long-term assets in our consolidated balance sheets as of March 31, 2023. The deferred expense is recognized as contra-revenue based on the remaining purchase commitments under the Second Amended Restated PDA. During the years ended December 31, 2025 and 2024, the deferred expense recognized as contra-revenue was $0.3 million and $4.9 million, respectively. As a result, as of December 31, 2025 and 2024, we recognized the net excess consideration of $9.7 million and $10.0 million, of which $1.6 million and $1.2 million were classified as Prepaid expenses and other current assets and $8.1 million and $8.8 million was classified as Other long-term assets, in our consolidated balance sheets, respectively.
On September 23, 2023, all 13,491,701 shares of the Series B RCPS were automatically converted into shares of our Class A common stock pursuant to the Certificate of Designation, dated as of March 20, 2023, setting forth the rights,
preferences, privileges, and restrictions of the Series B RCPS, as amended by the Certificate of Amendment to the Certificate of Designation, dated as of April 18, 2023. As a result of the conversion: (i) the liability component of the Series B RCPS $310.5 million was reclassified to Additional paid-in capital, less par value of the issued 13,491,701 shares of our Class A common stock, and (ii) the loan commitment asset was recorded at its fair value of $52.8 million, of which $5.3 million was classified as current and $47.5 million was classified as non-current in our consolidated balance sheets, and was expensed immediately and recognized in interest expense in our consolidated statements of operations for the year ended December 31, 2023.
Upon conversion of all Series B RCPS into shares of our Class A common stock, SK ecoplant became a related party. However, on July 10, 2025, when SK ecoplant sold 10,000,000 shares of our Class A common stock issued by us as a result of the Initial Investment, SK ecoplant’s ownership interest in Bloom decreased to 5.8%, and, accordingly, effective as of that date, SK ecoplant was no longer a related party. For additional information, please see Note 12—Related Party Transactions in this Annual Report on Form 10-K.
v3.25.4
Outstanding Loans and Security Agreements
 12 Months Ended
Dec. 31, 2025
Debt Disclosure [Abstract]  
Outstanding Loans and Security Agreements Outstanding Loans and Security Agreements
The following is a summary of our debt as of December 31, 2025 (in thousands, except percentage data):
 Unpaid
Principal
Balance		Net Carrying ValueInterest
Rate		Maturity DatesEntity
 CurrentLong-
Term		Total
0% Convertible Senior Notes due November 2030
$2,500,000 $— $2,442,091 $2,442,091 0.0%November 2030Company
3.0% Green Convertible Senior Notes due June 2029
75,125 — 73,473 73,473 3.0%June 2029Company
3.0% Green Convertible Senior Notes due June 2028
99,655 — 98,162 98,162 3.0%June 2028Company
Total recourse debt2,674,780 — 2,613,726 2,613,726 
4.6% Term Loan due October 2026
2,769 2,769 — 2,769 4.6%October 2026Korean JV
4.6% Term Loan due April 2026
1,384 1,384 — 1,384 4.6%April 2026Korean JV
Total non-recourse debt4,153 4,153 — 4,153 
Total debt$2,678,933 $4,153 $2,613,726 $2,617,879 
The following is a summary of our debt as of December 31, 2024 (in thousands, except percentage data):
 Unpaid
Principal
Balance		Net Carrying ValueInterest
Rate		Maturity DatesEntity
 CurrentLong-
Term		Total
3.0% Green Convertible Senior Notes due June 2029
$402,500 $— $391,239 $391,239 3.0%June 2029Company
3.0% Green Convertible Senior Notes due June 2028
632,500 — 619,111 619,111 3.0%June 2028Company
2.5% Green Convertible Senior Notes due August 2025
115,000 114,385 — 114,385 2.5%August 2025Company
Total recourse debt1,150,000 114,385 1,010,350 1,124,735 
4.6% Term Loan due October 2026
2,705 — 2,705 2,705 4.6%October 2026Korean JV
4.6% Term Loan due April 2026
1,352 — 1,352 1,352 4.6%April 2026Korean JV
Total non-recourse debt4,057 — 4,057 4,057 
Total debt$1,154,057 $114,385 $1,014,407 $1,128,792 

Recourse debt refers to debt that we have an obligation to pay. Non-recourse debt refers to debt that is recourse to only our subsidiary, the Korean JV. The differences between the unpaid principal balances and the net carrying values reflect unamortized deferred financing costs, including the initial purchasers’ discounts, where applicable, and premiums or discounts associated with our debt, if any. We and all of our subsidiaries were in compliance with all financial covenants as of December 31, 2025 and 2024.
Recourse Debt Facilities
0% Convertible Senior Notes due November 2030
3.0% Green Convertible Senior Notes due June 2029
3.0% Green Convertible Senior Notes due June 2028
2.5% Green Convertible Senior Notes due August 2025
Issuance date/Indenture date1
November 4, 2025
May 29, 2024
May 16, 2023
August 11, 2020
Aggregate principal amount issued
$2,500.0 million
$402.5 million
$632.5 million
$230.0 million
Initial purchasers’ discount2
$50.0 million
$12.1 million
$15.8 million
$6.9 million
Other issuance costs2
$9.8 million
$0.7 million
$3.9 million
$3.0 million
Net proceeds received
$2,440.2 million
$389.7 million
$612.8 million
$220.1 million
Due date3
November 15, 2030
June 1, 2029
June 1, 2028
August 15, 2025
Greenshoe option4
$300.0 million
$52.5 million
$82.5 million
N/A
Senior, unsecured obligations
Yes
Yes
Yes
Yes
Interest rate and payment schedule
Do not bear regular interest and will not accrete in principal amount over time
3.0% per annum, payable semi-annually in arrears on June 1 and December 1 of each year, beginning on December 1, 2024
3.0% per annum, payable semi-annually in arrears on June 1 and December 1 of each year, beginning on December 1, 2023
2.5% per annum, payable semi-annually in arrears on February 15 and August 15 of each year, beginning on February 15, 2021
Redemption date5
November 20, 2028
June 7, 2027
June 5, 2026
August 21, 20236
Conversion date7
August 15, 20308
March 1, 20298
March 1, 20288
May 15, 20259
Conversion trigger quarter-end date7
March 31, 2026
September 30, 202410
September 30, 202310
December 31, 2020
Initial conversion rate, shares of Class A common stock per $1,000 principal amount of notes11
5.1290
47.9795
53.0427
61.6808
Initial conversion price, per share of Class A common stock11
$194.97
$20.84
$18.85
$16.21
Incremental shares under Make-Whole Fundamental Change12, shares of Class A common stock per $1,000 principal amount11
2.6926
15.5932
22.5430
15.4202
The maximum number of shares into which the notes could have been potentially converted if the conversion features were triggered:
as of December 31, 2025
19,554,000
4,775,899
7,532,493
N/A
as of December 31, 2024
N/A
25,588,011
47,807,955
8,866,615
Effective interest rate at issuance
0.5%
3.8%
3.8%
3.5%
Customary provisions relating to the occurrence of Events of Default
See footnote 13
See footnote 13
See footnote 13
See footnote 13
Classification of net carrying value in consolidated balance sheets.
as of December 31, 2025
Long-term liability
Long-term liability
Long-term liability
N/A
as of December 31, 2024
N/A
Long-term liability
Long-term liability
Short-term liability
1 Issued pursuant to, and are governed by, an indenture, between us and U.S. Bank Trust Company, National Association (applicable for 0% Notes, the 3.0% Green Notes due June 2029, and the 3.0% Green Notes due June 2028) / U.S. Bank National Association (applicable for the 2.5% Green Notes), as Trustee, in private placements to qualified institutional buyers pursuant to Rule 144A of the Securities Act of 1933, as amended.
2 The notes’ initial purchasers’ discount and other issuance costs (collectively, the “Transaction Costs”) were recorded as debt issuance costs and presented a reduction to the notes on our consolidated balance sheets and are amortized to interest expense at an effective interest rate.
3 Unless earlier repurchased, redeemed or converted.
4 Pursuant to the purchase agreement among us and the representatives of the initial purchasers, we granted the initial purchasers an option to purchase an additional aggregate principal amount of the notes. Notes included specified aggregate principal amount pursuant to the full exercise by the initial purchasers of the Greenshoe option.
5 We may not redeem the notes prior to the specified redemption date, subject to a partial redemption limitation. We may elect to redeem, at face value, all or any portion of the notes at any time, and from time to time, on or after the specified redemption date, and on or before the twenty-first (for the 0% Notes and the 3.0% Green Notes due June 2029), or the forty-sixth (for the 3.0% Green Notes due June 2028), or the twenty-sixth (for 2.5% Green Notes) scheduled trading day immediately before the maturity date, provided the share price for our Class A common stock exceeds 130% of the conversion price at redemption.
6 In December 2024, the optional redemption feature of the 2.5% Green Notes was satisfied as the last reported sale price of our common stock exceeded 130% of the conversion price on each of at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period. However, we did not issue a notice of redemption as of December 31, 2024.
7 Before the specified conversion date, the noteholders have the right to convert their notes only upon the occurrence of certain events, including satisfaction of a condition relating to the closing price of our common stock (the “Closing Price Condition”) (applicable for all notes) or the trading price of the notes (the “Trading Price Condition”), a redemption event, or other specified corporate events (applicable for all notes, except 2.5% Green Notes). If the Closing Price Condition is met on at least 20 (whether or not consecutive) of the last 30 consecutive trading days in any calendar quarter, and only during such calendar quarter, the noteholders may convert their notes at any time during the immediately following quarter, commencing after the calendar quarter ending on the specified date (i.e., conversion trigger quarter-end date), subject to the partial redemption limitation.
8 Subject to the Trading Price Condition, the noteholders may convert their notes during the five consecutive business days immediately after any ten consecutive trading day period (for 0% Notes) or the five business days immediately after any five consecutive trading day period (for the 3.0% Green Notes due June 2029 and the 3.0% Green Notes due June 2028) in which the trading price per $1,000 principal amount of the notes, as determined following a request by a holder of the notes, for each day of that period is less than 98% of the product of the closing price of our common stock and the then applicable conversion rate. From and after the specified conversion date, the noteholders may convert their notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. Should the noteholders elect to convert their notes, we may elect to settle the conversion by paying or delivering, as applicable, cash, shares of our Class A common stock, $0.0001 par value per share, or a combination thereof, at our election. Please refer to section Induced Conversions of the Existing Notes for details of the conversion of the 3.0% Green Notes due June 2029 and the 3.0% Green Notes due June 2028 in the fourth quarter of the fiscal year 2025.
9 From and after May 15, 2025, the noteholders could convert their 2.5% Green Notes at any time at their election until the close of business on the second trading day immediately before the maturity date. Should the noteholders have elected to convert their 2.5% Green Notes, we could have elected to settle the conversion by paying or delivering, as applicable, cash, shares of our Class A common stock, or a combination thereof. Refer to section 2.5% Green Notes Settlement for further details.
10 The Closing Price Condition was met during the three months ended September 30, 2025, and accordingly, the noteholders could convert their notes during the quarter ended December 31, 2025.
11 The conversion rate and conversion price are subject to customary adjustments upon the occurrence of certain events. Also, we may increase the conversion rate at any time if our Board of Directors determines it is in the best interests of the Company or to avoid or diminish income tax to holders of common stock. In addition, if certain corporate events that constitute a Make-Whole Fundamental Change, occur, then the conversion rate applicable to the conversion of the notes will, in certain circumstances, increase by up to the specified incremental shares of Class A common stock per $1,000 principal amount of notes for a specified period of time.
12 Make-Whole Fundamental Change means (i) a Fundamental Change, that includes certain change-of-control events relating to us, certain business combination transactions involving us and certain delisting events with respect to our Class A common stock, or (ii) the sending of a redemption notice with respect to the notes.
13 The notes contain certain customary provisions relating to the occurrence of Events of Default, as defined in the underlying indentures. If an Event of Default involving bankruptcy, insolvency or reorganization events with respect to us occurs, then the principal amount of, and all accrued and unpaid interest (regular interest, where applicable, special interest or additional interest, if any), on, all of the notes then outstanding will immediately become due and payable without any further action or notice by any person. However, notwithstanding the foregoing, we may elect, at our option, that the sole remedy for an Event of Default relating to certain failures by us to comply with certain reporting covenants in the underlying indentures consists exclusively of the right of the noteholders to receive special interest on the 0% Notes for up to 360 days (on the 0% Notes ) or up to 180 days (on the 3.0% Green Notes due June 2029, the 3.0% Green Notes due June 2028, and the 2.5% Green Notes) at a specified rate per annum not exceeding 0.5% on the principal amount of the notes.
The total interest expense recognized related to our notes for the years ended December 31, 2025, 2024, and 2023, comprised of contractual interest expense and amortization of debt issuance costs, was as follows (in thousands):
Years Ended
December 31,
202520242023
Contractual interest expense
0% Convertible Senior Notes due November 2030
$— $— $— 
3.0% Green Convertible Senior Notes due June 2029
12,169 7,111 — 
3.0% Green Convertible Senior Notes due June 2028
16,444 18,975 11,912 
2.5% Green Convertible Senior Notes due August 2025
1,076 4,065 5,750 
$29,689 $30,151 $17,662 
Amortization of the initial purchasers’ discount and other issuance costs
0% Convertible Senior Notes due November 2030
$1,848 $— $— 
3.0% Green Convertible Senior Notes due June 2029
2,614 1,500 — 
3.0% Green Convertible Senior Notes due June 2028
3,393 3,915 2,450 
2.5% Green Convertible Senior Notes due August 2025
368 1,392 1,969 
$8,223 $6,807 $4,419 
Total interest expense related to our notes
0% Convertible Senior Notes due November 2030
$1,848 $— $— 
3.0% Green Convertible Senior Notes due June 2029
14,783 8,611 — 
3.0% Green Convertible Senior Notes due June 2028
19,837 22,890 14,362 
2.5% Green Convertible Senior Notes due August 2025
1,444 5,457 7,719 
$37,912 $36,958 $22,081 
To date, there have been no events necessitating the recognition of special interest expense related to our notes.
The amount of unamortized debt issuance costs of our notes as of December 31, 2025 and 2024, was as follows (in thousands):
December 31,
20252024
Unamortized debt issuance costs
0% Convertible Senior Notes due November 2030
$57,909 $— 
3.0% Green Convertible Senior Notes due June 2029
1,652 11,261 
3.0% Green Convertible Senior Notes due June 2028
1,493 13,389 
2.5% Green Convertible Senior Notes due August 2025
— 615 
$61,054 $25,265 
Capped Calls
On May 11, 2023, in connection with the pricing of the 3.0% Green Notes due June 2028, and on May 15, 2023, in connection with initial purchasers’ exercise of the 3.0% Green Notes due June 2028 Greenshoe Option, we entered into privately negotiated capped call transactions (the “Capped Calls”) with certain counterparties (the “Option Counterparties”). The Capped Calls cover, subject to customary anti-dilution adjustments substantially similar to those applicable to the 3.0% Green Notes due June 2028, the aggregate number of shares of our Class A common stock that initially underlie the 3.0% Green Notes due June 2028, and are expected generally to reduce potential dilution to holders of our common stock upon any conversion of the 3.0% Green Notes due June 2028 and at our election (subject to certain conditions), offset any cash payments
we would be required to make in excess of the principal amount of converted 3.0% Green Notes due June 2028.
The Capped Calls expire on June 1, 2028, and are exercisable only at maturity, but may be early terminated in various circumstances, including if the 3.0% Green Notes due June 2028 are early converted or repurchased. The default settlement method for the Capped Calls is net share settlement. However, we may elect to settle the Capped Calls in cash.
The Capped Calls have an initial strike price of approximately $18.85 per share of Class A common stock, subject to certain adjustments. The strike price of $18.85 corresponds to the initial conversion price of the 3.0% Green Notes due June 2028. The number of shares underlying the Capped Calls is 33,549,508 shares of Class A common stock. The cap price of the Capped Calls is initially $26.46 per share of Class A common stock, which represents a premium of 100% over the last reported sale price of our common stock on May 11, 2023.
The Capped Calls are freestanding financial instruments. We used a portion of the proceeds from the issuance of the 3.0% Green Notes due June 2028 to pay for the Capped Calls’ premium. As the Capped Calls meet certain accounting criteria, they are recorded in stockholders’ equity and are not accounted for as derivatives. The cost of $54.5 million incurred to purchase the Capped Calls was recorded as a reduction to additional paid-in capital on our consolidated balance sheets and will not be remeasured.
The Capped Calls were not impacted by the induced conversion of 3.0% Green Notes due June 2028 in the fourth quarter of fiscal year 2025 (see section Induced Conversions of the Existing Notes for details).
Partial Repurchase of 2.5% Green Notes
On May 29, 2024, we used approximately $141.8 million of the net proceeds from the 3.0% Green Notes due June 2029 offering to repurchase $115.0 million of the outstanding principal amount of our 2.5% Green Notes in privately negotiated transactions. Half of the original principal balance, $115.0 million of the 2.5% Green Notes, was called and repurchased at 122.6% during the second quarter of fiscal year 2024. The 22.6% premium of $26.0 million and unpaid accrued interest of $0.8 million related to the repurchased amount were included in the final payment to the noteholders. As a result of the partial repurchase of the 2.5% Green Notes, for the year ended December 31, 2024, we recognized a loss on extinguishment of debt of $27.2 million.
The effective interest rate of the 2.5% Green Notes after the partial repurchase and before the Debt Exchange (see section Convertible Senior Notes Debt Exchange for details) was 3.3%.
Convertible Senior Notes Debt Exchange
On May 7, 2025, we entered into the Exchange Agreements with certain holders of its 2.5% Green Notes. Pursuant to the Exchange Agreements, $112.8 million in aggregate principal amount of the 2.5% Green Notes, and related accrued and unpaid interest of $0.7 million, were exchanged for $115.7 million in aggregate principal amount of the 3.0% Green Notes due June 2029, which had the same terms and conditions as the 3.0% Green Notes due June 2029 issued on May 29, 2024. The Debt Exchange was accounted for as an extinguishment of debt in accordance with ASC 470, Debt. As a result of the Debt Exchange, we recorded a $32.3 million loss on early extinguishment of debt in our consolidated statements of operations for the year ended December 31, 2025. This loss included a $0.2 million write-off of unamortized debt issuance costs as of the date of the Debt Exchange. Additionally, our consolidated balance sheets reflect an increase of $28.2 million to Additional paid-in capital, as the 3.0% Green Notes due June 2029 pertaining to this Debt Exchange were issued at a premium. Total debt issuance costs related to the Debt Exchange amounted to $3.3 million.
Following the Debt Exchange, the effective interest rates of the 2.5% Green Notes and the 3.0% Green Notes due June 2029 decreased from 3.3% to 1.7% and from 3.8% to 3.2%, respectively.
2.5% Green Notes Settlement
Upon completion of the Debt Exchange, $2.2 million aggregate principal amount of our 2.5% Green Notes remained outstanding. Pursuant to the terms of the 2.5% Green Notes Indenture, unless we made an irrevocable election to settle the 2.5% Green Notes in cash prior to May 15, 2025, the notes were required to be settled in shares of our Class A common stock upon maturity. We did not make such an election by the specified deadline. Accordingly, as of August 15, 2025, the maturity date, the 2.5% Green Notes were fully settled in equity through the issuance of 137,606 shares of our Class A common stock. As a result, we recognized $2.2 million in Additional paid-in capital in our consolidated balance sheets. The impact on other line items within our consolidated balance sheets and our consolidated statements of operations was not material.
Induced Conversions of the Existing Notes
On October 30, 2025, we entered into privately negotiated exchange agreements with certain holders of our Existing Notes. Pursuant to these agreements, we exchanged $975.9 million aggregate principal amount of the Existing Notes for total consideration consisting of $988.4 million in cash, including accrued and unpaid interest of $12.4 million, and 42,407,945 shares of our Class A common stock.
The exchange of the Existing Notes was completed concurrently with the issuance of the 0% Notes. As part of the Exchange Transactions, we extended limited-time inducement offers that provided noteholders with consideration, fair value of which exceeded the value that would have been received under the original conversion terms, resulting in an incremental value to the noteholders (e.g., inducement expense for us). The fair value of the total consideration transferred was determined based on the quoted market price of our Class A common stock on the exchange date and the contractual cash amounts paid.
In accordance with ASC 470, the Exchange Transactions were accounted for as induced conversions. We recognized an inducement expense of $66.2 million for the year ended December 31, 2025, measured as the fair value of the incremental consideration transferred to noteholders in excess of the consideration issuable under the original conversion terms. This amount is presented as a separate line item, Debt conversion inducement expense, in our consolidated statements of operations.
In connection with the conversion, we issued 42,407,945 shares of our Class A common stock. The related equity impact totaled $47.5 million, recorded to Common stock (at par) with the remainder to Additional paid‑in capital. Consistent with conversion accounting, the carrying amount of the Existing Notes, including $18.7 million of unamortized debt issuance costs, was transferred to equity with no gain or loss recognized.
Following the Exchange Transactions, the effective interest rates of the 3.0% Green Notes due June 2029 and 3.0% Green Notes due June 2028 changed from 3.2% to 1.1% and from 3.8% to 4.2%, respectively.
Revolving Credit Facility
On December 19, 2025, we entered into a senior secured multicurrency Revolving Credit Facility in an aggregate available amount of $600.0 million, including a letter of credit sub-facility of up to $90.0 million (the “Credit Agreement”). Borrowings under the Revolving Credit Facility are available in U.S. dollars and certain foreign currencies, including British pounds sterling, euros, Japanese yen, and Singapore dollars, among others. Letters of credit may be issued in multiple currencies.
Loans under the revolving credit facility bear interest, at our option, at an annual rate equal to Term SOFR plus an applicable margin ranging from 1.50% to 2.25% or an adjusted base rate plus an applicable margin ranging from 0.50% to 1.25%, based on our Total Leverage Ratio, as defined in the Credit Agreement. The Company is required to pay a commitment fee ranging from 0.20% to 0.35% per annum on the undrawn portion available under the Revolving Credit Facility, based on our Total Leverage Ratio, and customary letter of credit fees, as necessary.
The Revolving Credit Facility matures on December 19, 2030, subject to certain springing maturity provisions. If specified subordinated debt, high-yield bonds, or permitted convertible indebtedness remains outstanding in excess of defined thresholds within 91 days of their maturity, the Revolving Credit Facility may mature earlier unless liquidity or leverage conditions are satisfied, as described in the Credit Agreement.
The obligations under the Credit Agreement are secured by a lien on substantially all of the tangible and intangible personal property of Bloom, other than intellectual property, and by a pledge of substantially all of the shares of stock, partnership interests and limited liability company interests of the direct material domestic subsidiaries of Bloom and 65% of each class of capital stock of any first-tier material foreign subsidiaries of Bloom, subject to limited exceptions.
The Credit Agreement contains financial covenants that require us to maintain a Secured Leverage Ratio of no more than 3.25 to 1.00 and a Consolidated Interest Coverage Ratio of at least 3.00 to 1.00, each tested quarterly. The Total Leverage Ratio covenant is subject to a temporary step-up following a Material Acquisition, as defined in the Credit Agreement.
As of December 31, 2025, no amounts were drawn under the facility. Deferred financing costs of $3.4 million related to upfront fees and issuance costs have been capitalized and are being amortized over the term of the Revolving Credit Facility. These costs are included within Other long-term assets on our consolidated balance sheets. We are subject to financial covenants, including minimum interest coverage and maximum leverage ratios, and Bloom was in compliance with all covenants as of December 31, 2025. Proceeds of borrowings under the Revolving Credit Facility may be used for working capital, capital expenditures, permitted acquisitions, and other general corporate purposes. We have not triggered any springing
maturity provisions under the Credit Agreement as of the date of the issuance of this Annual Report on Form 10-K. The facility provides enhanced liquidity for general corporate purposes, including strategic initiatives.
Non-recourse Debt Facilities
4.6% Term Loans due April 2026 and October 2026
On April 11, 2023, and October 5, 2023, Korean JV entered into three-year credit agreements with SK ecoplant for KRW2.0 billion and KRW4.0 billion (approximately $1.4 million and $2.8 million, respectively, based on the exchange rate as of December 31, 2025) to support its working capital needs. Both loans bear a fixed interest rate of 4.6% payable upon maturity along with the principal. Neither loan requires us to maintain a debt service reserve.
Repayment Schedule and Interest Expense
The following table presents details of our outstanding loan principal repayment schedule as of December 31, 2025 (in thousands):
2026$4,153 
2027— 
202899,655 
202975,125 
20302,500,000 
Thereafter— 
$2,678,933 
For the years ended December 31, 2025, 2024 and 2023, interest expense of $53.9 million, $62.6 million, and $108.3 million, respectively, including total interest expense related to our debt of $38.1 million, $37.2 million, and $27.6 million, respectively, was recorded in Interest expense on our consolidated statements of operations. Interest expense for the year ended December 31, 2023, included $52.8 million as a result of the SK ecoplant Second Tranche Closing. For additional information, please see Note 17—SK ecoplant Strategic Investment in this Annual Report on Form 10-K.
v3.25.4
Leases
 12 Months Ended
Dec. 31, 2025
Leases [Abstract]  
Leases Leases
Facilities, Energy Server Systems, and Vehicles
We lease our facilities, the Energy Server systems, and vehicles under operating and finance leases that expire at various dates through November 2037. We lease various manufacturing facilities in California and Delaware. We lease additional office space as field offices in the U.S. and around the world.
Some of the lease arrangements have free rent periods or escalating rent payment provisions. We recognize lease cost under such arrangements on a straight-line basis over the life of the leases. For the years ended December 31, 2025, 2024 and 2023, rent expenses for all occupied facilities were $21.2 million, $22.4 million and $23.0 million, respectively.
At inception of the contract, we assess whether a contract is a lease based on whether the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Lease classification, measurement, and recognition are determined at lease commencement, which is the date the underlying asset is available for use by us. The accounting classification of a lease is based on whether the arrangement is effectively a financed purchase of the underlying asset (financing lease) or not (operating lease). Our operating leases are comprised primarily of leases for facilities, the Energy Server systems, office buildings, and vehicles, and our financing leases are comprised primarily of vehicles.
Our leases have lease terms ranging from less than 1 year to 15 years, some of which include options to extend the leases. The lease term is the non-cancelable period of the lease and includes options to extend the lease when it is reasonably certain that an option will be exercised.
Lease liabilities are measured at the lease commencement date as the present value of future lease payments. Lease right-of-use assets are measured as the lease liability plus unamortized initial direct costs and prepaid (accrued) lease payments less
unamortized balance lease incentives received. In measuring the present value of the future lease payments, the discount rate for the lease is the rate implicit in the lease unless that rate cannot be readily determined. In that case, the lessee is required to use its IBR. In computing our lease liabilities, we use the IBR based on the information available on the commencement date using an estimate of company-specific rate in the U.S. on a collateralized basis and consistent with the lease term for each lease. The lease term is the non-cancelable period of the lease and includes options to extend or terminate the lease when it is reasonably certain that an option will be exercised.
Operating and financing lease right-of-use assets and lease liabilities as of December 31, 2025 and 2024, were as follows (in thousands):
Years Ended
December 31,
20252024
Operating Leases:
Operating lease right-of-use assets, net 1, 2
$108,541 $122,489 
Current operating lease liabilities(22,000)(19,642)
Non-current operating lease liabilities(106,935)(124,523)
Total operating lease liabilities(128,935)(144,165)
Finance Leases:
Finance lease right-of-use assets, net 2, 3, 4
4,932 3,214 
Current finance lease liabilities 5
(1,370)(981)
Non-current finance lease liabilities 6
(3,848)(2,450)
Total finance lease liabilities(5,218)(3,431)
Total lease liabilities$(134,153)$(147,596)
1 These assets primarily include leases for facilities, the Energy Server systems, and vehicles.
2 Net of accumulated amortization.
3 These assets primarily include leases for vehicles.
4 Included in property, plant and equipment, net in the consolidated balance sheets.
5 Included in accrued expenses and other current liabilities in the consolidated balance sheets.
6 Included in other long-term liabilities in the consolidated balance sheets.
The components of our lease costs for the years ended December 31, 2025, 2024 and 2023, were as follows (in thousands):
Years Ended
December 31,
202520242023
Operating lease costs$31,994 $35,814 $33,190 
Financing lease costs:
Amortization of right-of-use assets665 675 891 
Interest on lease liabilities359 263 273 
Total financing lease costs1,024 938 1,164 
Short-term lease costs2,460 98 517 
Total lease costs$35,478 $36,850 $34,871 
Weighted average remaining lease terms and discount rates for our leases as of December 31, 2025 and 2024, were as follows:
December 31,
20252024
Weighted average remaining lease term:
Operating leases6 years6.7 years
Finance leases3.8 years3.7 years
Weighted average discount rate:
Operating leases10.5 %10.6 %
Finance leases9.0 %9.2 %
Future lease payments under lease agreements as of December 31, 2025, were as follows (in thousands):
Operating LeasesFinance Leases
2026$34,031 $1,779 
202733,477 1,629 
202828,062 1,300 
202921,425 982 
203019,203 447 
Thereafter41,117 — 
Total minimum lease payments177,315 6,137 
Less: amounts representing interest or imputed interest(48,380)(919)
Present value of lease liabilities$128,935 $5,218 
Managed Services Financing
Certain of our customers enter into Managed Services Financing to finance their lease of Bloom Energy Server systems. Customer arrangements under Managed Services Financing entered into after January 1, 2020, do not contain a lease under ASC 842 and are accounted for under ASC 606 as revenue arrangements.
Lease agreements under our Managed Services Financing include non-cancellable lease terms, during which terms the majority of our investment in the Energy Server systems under lease are typically recovered. We mitigate the remaining residual value risk of the Energy Server systems through provision of maintenance on the Energy Server systems during the lease term and through insurance which proceeds are payable in the event of theft, loss, damage, or destruction.
Our Managed Services Financing with financiers that result in failed sale-and-leaseback transactions are accounted for as financing transactions. Payments received from the financier are recognized as financing obligations in our consolidated balance sheets. Proceeds from the financiers in excess of fair value of the Energy Server systems under successful sale-and-leaseback transactions are also accounted for as financing obligations. These financing obligations are included in each agreement’s contract value and are recognized as short-term or long-term financing obligations based on the estimated payment dates. The lease agreements expire on various dates through 2034. For successful sale-and-leaseback transactions, we record operating lease right-of-use assets and operating lease liabilities and record operating lease expenses over the lease term.
We recognized $9.4 million and $28.7 million of product revenue, and $4.5 million and $8.4 million of installation revenue from successful sale-and-leaseback transactions for the years ended December 31, 2024 and 2023, respectively. There were no successful sale-and-leaseback transactions for the year ended December 31, 2025. The recognized operating lease expense from successful sale-and-leaseback transactions for the years ended December 31, 2025, 2024 and 2023, was $13.4 million, $12.8 million, and $9.7 million, respectively.
Operating lease right-of-use assets from successful sale-and-leaseback transactions as of December 31, 2025 and 2024, were $39.0 million and $47.2 million, respectively. Operating lease liability from successful sale-and-leaseback transactions as of December 31, 2025 and 2024, was $42.2 million and $50.4 million, including long-term operating lease liability of $32.9
million and $42.1 million, respectively. Financing obligations from successful sale-and-leaseback transactions as of December 31, 2025 and 2024, were $8.9 million and $11.0 million, including long-term financing obligations of $6.5 million and $8.9 million, respectively.
At December 31, 2025, future lease payments under the Managed Services Agreements financing obligations were as follows (in thousands):
Financing Obligations
2026$23,793 
202717,930 
202812,270 
20297,642 
20305,889 
Thereafter14,008 
Total minimum lease payments81,532 
Less: imputed interest(38,275)
Present value of net minimum lease payments43,257 
Less: current financing obligations(10,196)
Long-term financing obligations$33,061 
The total financing obligations, as reflected in our consolidated balance sheets, were $243.8 million and $255.8 million as of December 31, 2025 and 2024, respectively. We expect the difference between these obligations and the principal obligations in the table above to be offset against the carrying value of the related Energy Server systems at the end of the lease and the remainder recognized as either a net gain or net loss at that point. For the years ended December 31, 2025, 2024 and 2023, we recognized a $0.8 million net gain, $17.4 million net gain, and $0.4 million net loss on failed sale-and-leaseback transactions in Other income (expense), net on our consolidated statements of operations, respectively.
Leases Leases
Facilities, Energy Server Systems, and Vehicles
We lease our facilities, the Energy Server systems, and vehicles under operating and finance leases that expire at various dates through November 2037. We lease various manufacturing facilities in California and Delaware. We lease additional office space as field offices in the U.S. and around the world.
Some of the lease arrangements have free rent periods or escalating rent payment provisions. We recognize lease cost under such arrangements on a straight-line basis over the life of the leases. For the years ended December 31, 2025, 2024 and 2023, rent expenses for all occupied facilities were $21.2 million, $22.4 million and $23.0 million, respectively.
At inception of the contract, we assess whether a contract is a lease based on whether the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Lease classification, measurement, and recognition are determined at lease commencement, which is the date the underlying asset is available for use by us. The accounting classification of a lease is based on whether the arrangement is effectively a financed purchase of the underlying asset (financing lease) or not (operating lease). Our operating leases are comprised primarily of leases for facilities, the Energy Server systems, office buildings, and vehicles, and our financing leases are comprised primarily of vehicles.
Our leases have lease terms ranging from less than 1 year to 15 years, some of which include options to extend the leases. The lease term is the non-cancelable period of the lease and includes options to extend the lease when it is reasonably certain that an option will be exercised.
Lease liabilities are measured at the lease commencement date as the present value of future lease payments. Lease right-of-use assets are measured as the lease liability plus unamortized initial direct costs and prepaid (accrued) lease payments less
unamortized balance lease incentives received. In measuring the present value of the future lease payments, the discount rate for the lease is the rate implicit in the lease unless that rate cannot be readily determined. In that case, the lessee is required to use its IBR. In computing our lease liabilities, we use the IBR based on the information available on the commencement date using an estimate of company-specific rate in the U.S. on a collateralized basis and consistent with the lease term for each lease. The lease term is the non-cancelable period of the lease and includes options to extend or terminate the lease when it is reasonably certain that an option will be exercised.
Operating and financing lease right-of-use assets and lease liabilities as of December 31, 2025 and 2024, were as follows (in thousands):
Years Ended
December 31,
20252024
Operating Leases:
Operating lease right-of-use assets, net 1, 2
$108,541 $122,489 
Current operating lease liabilities(22,000)(19,642)
Non-current operating lease liabilities(106,935)(124,523)
Total operating lease liabilities(128,935)(144,165)
Finance Leases:
Finance lease right-of-use assets, net 2, 3, 4
4,932 3,214 
Current finance lease liabilities 5
(1,370)(981)
Non-current finance lease liabilities 6
(3,848)(2,450)
Total finance lease liabilities(5,218)(3,431)
Total lease liabilities$(134,153)$(147,596)
1 These assets primarily include leases for facilities, the Energy Server systems, and vehicles.
2 Net of accumulated amortization.
3 These assets primarily include leases for vehicles.
4 Included in property, plant and equipment, net in the consolidated balance sheets.
5 Included in accrued expenses and other current liabilities in the consolidated balance sheets.
6 Included in other long-term liabilities in the consolidated balance sheets.
The components of our lease costs for the years ended December 31, 2025, 2024 and 2023, were as follows (in thousands):
Years Ended
December 31,
202520242023
Operating lease costs$31,994 $35,814 $33,190 
Financing lease costs:
Amortization of right-of-use assets665 675 891 
Interest on lease liabilities359 263 273 
Total financing lease costs1,024 938 1,164 
Short-term lease costs2,460 98 517 
Total lease costs$35,478 $36,850 $34,871 
Weighted average remaining lease terms and discount rates for our leases as of December 31, 2025 and 2024, were as follows:
December 31,
20252024
Weighted average remaining lease term:
Operating leases6 years6.7 years
Finance leases3.8 years3.7 years
Weighted average discount rate:
Operating leases10.5 %10.6 %
Finance leases9.0 %9.2 %
Future lease payments under lease agreements as of December 31, 2025, were as follows (in thousands):
Operating LeasesFinance Leases
2026$34,031 $1,779 
202733,477 1,629 
202828,062 1,300 
202921,425 982 
203019,203 447 
Thereafter41,117 — 
Total minimum lease payments177,315 6,137 
Less: amounts representing interest or imputed interest(48,380)(919)
Present value of lease liabilities$128,935 $5,218 
Managed Services Financing
Certain of our customers enter into Managed Services Financing to finance their lease of Bloom Energy Server systems. Customer arrangements under Managed Services Financing entered into after January 1, 2020, do not contain a lease under ASC 842 and are accounted for under ASC 606 as revenue arrangements.
Lease agreements under our Managed Services Financing include non-cancellable lease terms, during which terms the majority of our investment in the Energy Server systems under lease are typically recovered. We mitigate the remaining residual value risk of the Energy Server systems through provision of maintenance on the Energy Server systems during the lease term and through insurance which proceeds are payable in the event of theft, loss, damage, or destruction.
Our Managed Services Financing with financiers that result in failed sale-and-leaseback transactions are accounted for as financing transactions. Payments received from the financier are recognized as financing obligations in our consolidated balance sheets. Proceeds from the financiers in excess of fair value of the Energy Server systems under successful sale-and-leaseback transactions are also accounted for as financing obligations. These financing obligations are included in each agreement’s contract value and are recognized as short-term or long-term financing obligations based on the estimated payment dates. The lease agreements expire on various dates through 2034. For successful sale-and-leaseback transactions, we record operating lease right-of-use assets and operating lease liabilities and record operating lease expenses over the lease term.
We recognized $9.4 million and $28.7 million of product revenue, and $4.5 million and $8.4 million of installation revenue from successful sale-and-leaseback transactions for the years ended December 31, 2024 and 2023, respectively. There were no successful sale-and-leaseback transactions for the year ended December 31, 2025. The recognized operating lease expense from successful sale-and-leaseback transactions for the years ended December 31, 2025, 2024 and 2023, was $13.4 million, $12.8 million, and $9.7 million, respectively.
Operating lease right-of-use assets from successful sale-and-leaseback transactions as of December 31, 2025 and 2024, were $39.0 million and $47.2 million, respectively. Operating lease liability from successful sale-and-leaseback transactions as of December 31, 2025 and 2024, was $42.2 million and $50.4 million, including long-term operating lease liability of $32.9
million and $42.1 million, respectively. Financing obligations from successful sale-and-leaseback transactions as of December 31, 2025 and 2024, were $8.9 million and $11.0 million, including long-term financing obligations of $6.5 million and $8.9 million, respectively.
At December 31, 2025, future lease payments under the Managed Services Agreements financing obligations were as follows (in thousands):
Financing Obligations
2026$23,793 
202717,930 
202812,270 
20297,642 
20305,889 
Thereafter14,008 
Total minimum lease payments81,532 
Less: imputed interest(38,275)
Present value of net minimum lease payments43,257 
Less: current financing obligations(10,196)
Long-term financing obligations$33,061 
The total financing obligations, as reflected in our consolidated balance sheets, were $243.8 million and $255.8 million as of December 31, 2025 and 2024, respectively. We expect the difference between these obligations and the principal obligations in the table above to be offset against the carrying value of the related Energy Server systems at the end of the lease and the remainder recognized as either a net gain or net loss at that point. For the years ended December 31, 2025, 2024 and 2023, we recognized a $0.8 million net gain, $17.4 million net gain, and $0.4 million net loss on failed sale-and-leaseback transactions in Other income (expense), net on our consolidated statements of operations, respectively.
Leases Leases
Facilities, Energy Server Systems, and Vehicles
We lease our facilities, the Energy Server systems, and vehicles under operating and finance leases that expire at various dates through November 2037. We lease various manufacturing facilities in California and Delaware. We lease additional office space as field offices in the U.S. and around the world.
Some of the lease arrangements have free rent periods or escalating rent payment provisions. We recognize lease cost under such arrangements on a straight-line basis over the life of the leases. For the years ended December 31, 2025, 2024 and 2023, rent expenses for all occupied facilities were $21.2 million, $22.4 million and $23.0 million, respectively.
At inception of the contract, we assess whether a contract is a lease based on whether the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Lease classification, measurement, and recognition are determined at lease commencement, which is the date the underlying asset is available for use by us. The accounting classification of a lease is based on whether the arrangement is effectively a financed purchase of the underlying asset (financing lease) or not (operating lease). Our operating leases are comprised primarily of leases for facilities, the Energy Server systems, office buildings, and vehicles, and our financing leases are comprised primarily of vehicles.
Our leases have lease terms ranging from less than 1 year to 15 years, some of which include options to extend the leases. The lease term is the non-cancelable period of the lease and includes options to extend the lease when it is reasonably certain that an option will be exercised.
Lease liabilities are measured at the lease commencement date as the present value of future lease payments. Lease right-of-use assets are measured as the lease liability plus unamortized initial direct costs and prepaid (accrued) lease payments less
unamortized balance lease incentives received. In measuring the present value of the future lease payments, the discount rate for the lease is the rate implicit in the lease unless that rate cannot be readily determined. In that case, the lessee is required to use its IBR. In computing our lease liabilities, we use the IBR based on the information available on the commencement date using an estimate of company-specific rate in the U.S. on a collateralized basis and consistent with the lease term for each lease. The lease term is the non-cancelable period of the lease and includes options to extend or terminate the lease when it is reasonably certain that an option will be exercised.
Operating and financing lease right-of-use assets and lease liabilities as of December 31, 2025 and 2024, were as follows (in thousands):
Years Ended
December 31,
20252024
Operating Leases:
Operating lease right-of-use assets, net 1, 2
$108,541 $122,489 
Current operating lease liabilities(22,000)(19,642)
Non-current operating lease liabilities(106,935)(124,523)
Total operating lease liabilities(128,935)(144,165)
Finance Leases:
Finance lease right-of-use assets, net 2, 3, 4
4,932 3,214 
Current finance lease liabilities 5
(1,370)(981)
Non-current finance lease liabilities 6
(3,848)(2,450)
Total finance lease liabilities(5,218)(3,431)
Total lease liabilities$(134,153)$(147,596)
1 These assets primarily include leases for facilities, the Energy Server systems, and vehicles.
2 Net of accumulated amortization.
3 These assets primarily include leases for vehicles.
4 Included in property, plant and equipment, net in the consolidated balance sheets.
5 Included in accrued expenses and other current liabilities in the consolidated balance sheets.
6 Included in other long-term liabilities in the consolidated balance sheets.
The components of our lease costs for the years ended December 31, 2025, 2024 and 2023, were as follows (in thousands):
Years Ended
December 31,
202520242023
Operating lease costs$31,994 $35,814 $33,190 
Financing lease costs:
Amortization of right-of-use assets665 675 891 
Interest on lease liabilities359 263 273 
Total financing lease costs1,024 938 1,164 
Short-term lease costs2,460 98 517 
Total lease costs$35,478 $36,850 $34,871 
Weighted average remaining lease terms and discount rates for our leases as of December 31, 2025 and 2024, were as follows:
December 31,
20252024
Weighted average remaining lease term:
Operating leases6 years6.7 years
Finance leases3.8 years3.7 years
Weighted average discount rate:
Operating leases10.5 %10.6 %
Finance leases9.0 %9.2 %
Future lease payments under lease agreements as of December 31, 2025, were as follows (in thousands):
Operating LeasesFinance Leases
2026$34,031 $1,779 
202733,477 1,629 
202828,062 1,300 
202921,425 982 
203019,203 447 
Thereafter41,117 — 
Total minimum lease payments177,315 6,137 
Less: amounts representing interest or imputed interest(48,380)(919)
Present value of lease liabilities$128,935 $5,218 
Managed Services Financing
Certain of our customers enter into Managed Services Financing to finance their lease of Bloom Energy Server systems. Customer arrangements under Managed Services Financing entered into after January 1, 2020, do not contain a lease under ASC 842 and are accounted for under ASC 606 as revenue arrangements.
Lease agreements under our Managed Services Financing include non-cancellable lease terms, during which terms the majority of our investment in the Energy Server systems under lease are typically recovered. We mitigate the remaining residual value risk of the Energy Server systems through provision of maintenance on the Energy Server systems during the lease term and through insurance which proceeds are payable in the event of theft, loss, damage, or destruction.
Our Managed Services Financing with financiers that result in failed sale-and-leaseback transactions are accounted for as financing transactions. Payments received from the financier are recognized as financing obligations in our consolidated balance sheets. Proceeds from the financiers in excess of fair value of the Energy Server systems under successful sale-and-leaseback transactions are also accounted for as financing obligations. These financing obligations are included in each agreement’s contract value and are recognized as short-term or long-term financing obligations based on the estimated payment dates. The lease agreements expire on various dates through 2034. For successful sale-and-leaseback transactions, we record operating lease right-of-use assets and operating lease liabilities and record operating lease expenses over the lease term.
We recognized $9.4 million and $28.7 million of product revenue, and $4.5 million and $8.4 million of installation revenue from successful sale-and-leaseback transactions for the years ended December 31, 2024 and 2023, respectively. There were no successful sale-and-leaseback transactions for the year ended December 31, 2025. The recognized operating lease expense from successful sale-and-leaseback transactions for the years ended December 31, 2025, 2024 and 2023, was $13.4 million, $12.8 million, and $9.7 million, respectively.
Operating lease right-of-use assets from successful sale-and-leaseback transactions as of December 31, 2025 and 2024, were $39.0 million and $47.2 million, respectively. Operating lease liability from successful sale-and-leaseback transactions as of December 31, 2025 and 2024, was $42.2 million and $50.4 million, including long-term operating lease liability of $32.9
million and $42.1 million, respectively. Financing obligations from successful sale-and-leaseback transactions as of December 31, 2025 and 2024, were $8.9 million and $11.0 million, including long-term financing obligations of $6.5 million and $8.9 million, respectively.
At December 31, 2025, future lease payments under the Managed Services Agreements financing obligations were as follows (in thousands):
Financing Obligations
2026$23,793 
202717,930 
202812,270 
20297,642 
20305,889 
Thereafter14,008 
Total minimum lease payments81,532 
Less: imputed interest(38,275)
Present value of net minimum lease payments43,257 
Less: current financing obligations(10,196)
Long-term financing obligations$33,061 
The total financing obligations, as reflected in our consolidated balance sheets, were $243.8 million and $255.8 million as of December 31, 2025 and 2024, respectively. We expect the difference between these obligations and the principal obligations in the table above to be offset against the carrying value of the related Energy Server systems at the end of the lease and the remainder recognized as either a net gain or net loss at that point. For the years ended December 31, 2025, 2024 and 2023, we recognized a $0.8 million net gain, $17.4 million net gain, and $0.4 million net loss on failed sale-and-leaseback transactions in Other income (expense), net on our consolidated statements of operations, respectively.
Leases Leases
Facilities, Energy Server Systems, and Vehicles
We lease our facilities, the Energy Server systems, and vehicles under operating and finance leases that expire at various dates through November 2037. We lease various manufacturing facilities in California and Delaware. We lease additional office space as field offices in the U.S. and around the world.
Some of the lease arrangements have free rent periods or escalating rent payment provisions. We recognize lease cost under such arrangements on a straight-line basis over the life of the leases. For the years ended December 31, 2025, 2024 and 2023, rent expenses for all occupied facilities were $21.2 million, $22.4 million and $23.0 million, respectively.
At inception of the contract, we assess whether a contract is a lease based on whether the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Lease classification, measurement, and recognition are determined at lease commencement, which is the date the underlying asset is available for use by us. The accounting classification of a lease is based on whether the arrangement is effectively a financed purchase of the underlying asset (financing lease) or not (operating lease). Our operating leases are comprised primarily of leases for facilities, the Energy Server systems, office buildings, and vehicles, and our financing leases are comprised primarily of vehicles.
Our leases have lease terms ranging from less than 1 year to 15 years, some of which include options to extend the leases. The lease term is the non-cancelable period of the lease and includes options to extend the lease when it is reasonably certain that an option will be exercised.
Lease liabilities are measured at the lease commencement date as the present value of future lease payments. Lease right-of-use assets are measured as the lease liability plus unamortized initial direct costs and prepaid (accrued) lease payments less
unamortized balance lease incentives received. In measuring the present value of the future lease payments, the discount rate for the lease is the rate implicit in the lease unless that rate cannot be readily determined. In that case, the lessee is required to use its IBR. In computing our lease liabilities, we use the IBR based on the information available on the commencement date using an estimate of company-specific rate in the U.S. on a collateralized basis and consistent with the lease term for each lease. The lease term is the non-cancelable period of the lease and includes options to extend or terminate the lease when it is reasonably certain that an option will be exercised.
Operating and financing lease right-of-use assets and lease liabilities as of December 31, 2025 and 2024, were as follows (in thousands):
Years Ended
December 31,
20252024
Operating Leases:
Operating lease right-of-use assets, net 1, 2
$108,541 $122,489 
Current operating lease liabilities(22,000)(19,642)
Non-current operating lease liabilities(106,935)(124,523)
Total operating lease liabilities(128,935)(144,165)
Finance Leases:
Finance lease right-of-use assets, net 2, 3, 4
4,932 3,214 
Current finance lease liabilities 5
(1,370)(981)
Non-current finance lease liabilities 6
(3,848)(2,450)
Total finance lease liabilities(5,218)(3,431)
Total lease liabilities$(134,153)$(147,596)
1 These assets primarily include leases for facilities, the Energy Server systems, and vehicles.
2 Net of accumulated amortization.
3 These assets primarily include leases for vehicles.
4 Included in property, plant and equipment, net in the consolidated balance sheets.
5 Included in accrued expenses and other current liabilities in the consolidated balance sheets.
6 Included in other long-term liabilities in the consolidated balance sheets.
The components of our lease costs for the years ended December 31, 2025, 2024 and 2023, were as follows (in thousands):
Years Ended
December 31,
202520242023
Operating lease costs$31,994 $35,814 $33,190 
Financing lease costs:
Amortization of right-of-use assets665 675 891 
Interest on lease liabilities359 263 273 
Total financing lease costs1,024 938 1,164 
Short-term lease costs2,460 98 517 
Total lease costs$35,478 $36,850 $34,871 
Weighted average remaining lease terms and discount rates for our leases as of December 31, 2025 and 2024, were as follows:
December 31,
20252024
Weighted average remaining lease term:
Operating leases6 years6.7 years
Finance leases3.8 years3.7 years
Weighted average discount rate:
Operating leases10.5 %10.6 %
Finance leases9.0 %9.2 %
Future lease payments under lease agreements as of December 31, 2025, were as follows (in thousands):
Operating LeasesFinance Leases
2026$34,031 $1,779 
202733,477 1,629 
202828,062 1,300 
202921,425 982 
203019,203 447 
Thereafter41,117 — 
Total minimum lease payments177,315 6,137 
Less: amounts representing interest or imputed interest(48,380)(919)
Present value of lease liabilities$128,935 $5,218 
Managed Services Financing
Certain of our customers enter into Managed Services Financing to finance their lease of Bloom Energy Server systems. Customer arrangements under Managed Services Financing entered into after January 1, 2020, do not contain a lease under ASC 842 and are accounted for under ASC 606 as revenue arrangements.
Lease agreements under our Managed Services Financing include non-cancellable lease terms, during which terms the majority of our investment in the Energy Server systems under lease are typically recovered. We mitigate the remaining residual value risk of the Energy Server systems through provision of maintenance on the Energy Server systems during the lease term and through insurance which proceeds are payable in the event of theft, loss, damage, or destruction.
Our Managed Services Financing with financiers that result in failed sale-and-leaseback transactions are accounted for as financing transactions. Payments received from the financier are recognized as financing obligations in our consolidated balance sheets. Proceeds from the financiers in excess of fair value of the Energy Server systems under successful sale-and-leaseback transactions are also accounted for as financing obligations. These financing obligations are included in each agreement’s contract value and are recognized as short-term or long-term financing obligations based on the estimated payment dates. The lease agreements expire on various dates through 2034. For successful sale-and-leaseback transactions, we record operating lease right-of-use assets and operating lease liabilities and record operating lease expenses over the lease term.
We recognized $9.4 million and $28.7 million of product revenue, and $4.5 million and $8.4 million of installation revenue from successful sale-and-leaseback transactions for the years ended December 31, 2024 and 2023, respectively. There were no successful sale-and-leaseback transactions for the year ended December 31, 2025. The recognized operating lease expense from successful sale-and-leaseback transactions for the years ended December 31, 2025, 2024 and 2023, was $13.4 million, $12.8 million, and $9.7 million, respectively.
Operating lease right-of-use assets from successful sale-and-leaseback transactions as of December 31, 2025 and 2024, were $39.0 million and $47.2 million, respectively. Operating lease liability from successful sale-and-leaseback transactions as of December 31, 2025 and 2024, was $42.2 million and $50.4 million, including long-term operating lease liability of $32.9
million and $42.1 million, respectively. Financing obligations from successful sale-and-leaseback transactions as of December 31, 2025 and 2024, were $8.9 million and $11.0 million, including long-term financing obligations of $6.5 million and $8.9 million, respectively.
At December 31, 2025, future lease payments under the Managed Services Agreements financing obligations were as follows (in thousands):
Financing Obligations
2026$23,793 
202717,930 
202812,270 
20297,642 
20305,889 
Thereafter14,008 
Total minimum lease payments81,532 
Less: imputed interest(38,275)
Present value of net minimum lease payments43,257 
Less: current financing obligations(10,196)
Long-term financing obligations$33,061 
The total financing obligations, as reflected in our consolidated balance sheets, were $243.8 million and $255.8 million as of December 31, 2025 and 2024, respectively. We expect the difference between these obligations and the principal obligations in the table above to be offset against the carrying value of the related Energy Server systems at the end of the lease and the remainder recognized as either a net gain or net loss at that point. For the years ended December 31, 2025, 2024 and 2023, we recognized a $0.8 million net gain, $17.4 million net gain, and $0.4 million net loss on failed sale-and-leaseback transactions in Other income (expense), net on our consolidated statements of operations, respectively.
v3.25.4
Stock-Based Compensation and Employee Benefit Plans
 12 Months Ended
Dec. 31, 2025
Compensation Related Costs [Abstract]  
Stock-Based Compensation and Employee Benefit Plans Stock-Based Compensation and Employee Benefit Plans
Share-based grants are designed to reward employees for their long-term contributions to us and provide incentives for them to remain with us.
2012 Equity Incentive Plan
Our 2012 Equity Incentive Plan (the “2012 Plan”) was approved in August 2012. The 2012 Plan provided for the grant of incentive stock options, non-statutory stock options, stock appreciation rights and RSUs, all of which may be granted to employees, including officers, and to non-employee directors and consultants except we may grant incentive stock options only to employees.
Grants under the 2012 Plan generally vest ratably over a four-year period from the vesting commencement date and expire ten years from the grant date. As of December 31, 2025 and 2024, stock options to purchase of 2,110,523 and 3,691,919 shares of Class A common stock were outstanding with a weighted average exercise price of $25.67 and $27.38 per share, respectively, and no shares were available for future grant. The 2012 Equity Incentive Plan has been canceled but continues to govern outstanding option grants under the 2012 Plan.
2018 Equity Incentive Plan
The 2018 Equity Incentive Plan (the “2018 Plan”) was approved in April 2018. The 2018 Plan became effective upon our initial public offering (“IPO”) and serves as the successor to the 2012 Plan. The 2018 Plan authorizes the award of stock options, restricted stock awards, stock appreciation rights, RSUs, PSUs and stock bonuses. The 2018 Plan provides for the grant of awards to employees, directors, consultants, independent contractors and advisors provided the consultants, independent contractors, directors and advisors render services not in connection with the offer and sale of securities in a capital-raising
transaction. The exercise price of stock options is at least equal to the fair market value of Class A common stock on the date of grant. Grants under the 2018 Plan generally vest ratably over three or four years from the vesting commencement date and expire ten years from the grant date.
The 2018 Plan allows for an annual increase on January 1, of each of 2019 through 2028, by the lesser of (a) four percent (4%) of the number of Class A common stock and common stock equivalents (including options, RSUs, warrants and preferred stock on an as-converted basis) issued and outstanding on each December 31 immediately prior to the date of increase, and (b) such number of shares determined by the Board of Directors.
As of December 31, 2025 and 2024, stock options to purchase 3,925,002 and 3,740,902 shares of Class A common stock were outstanding, respectively, with a weighted average exercise price of $10.15 and $10.14 per share, respectively. As of December 31, 2025 and 2024, 12,292,948 and 12,896,465 RSUs and PSUs that may be settled for Class A common stock, which were granted pursuant to the 2018 Plan, respectively, were outstanding. As of December 31, 2025 and 2024, we had 39,709,996 and 35,263,475 shares reserved for issuance under the 2018 Plan, respectively.
Stock-Based Compensation Expense
The following table summarizes the components of stock-based compensation expense in the consolidated statements of operations (in thousands):
 Years Ended
December 31,
 202520242023
Cost of revenue$24,103 $16,579 $17,504 
Research and development32,861 22,150 27,620 
Sales and marketing28,342 11,224 16,415 
General and administrative59,709 33,042 25,556 
$145,015 $82,995 $87,095 

During the years ended December 31, 2025, 2024 and 2023, stock-based compensation expense capitalized on inventory and deferred cost of goods sold was immaterial.
Stock Option and Stock Award Activity
Stock Options
The following table summarizes the stock option activity under our stock plans during the reporting period:
 Outstanding Options
 Number of
Shares		Weighted
Average
Exercise
Price		Remaining
Contractual
Life (Years)		Aggregate
Intrinsic
Value
   (in thousands)
Balances at December 31, 2023
7,247,624 $20.93 3.8$19,446 
Exercised(307,857)7.01 
Granted
1,364,348 9.96 
Forfeited / Expired
(871,294)27.45 
Balances at December 31, 2024
7,432,821 18.72 4.153,453 
Exercised(2,098,714)22.91 
Granted
111,504 22.37 
PSOs adjustment524,879 — 
Forfeited / Expired
(229,207)30.60 
Balances at December 31, 2025
5,741,283 15.92 4.5406,957 
Vested and expected to vest at December 31, 2025
5,505,251 16.14 4.3389,488 
Exercisable at December 31, 2025
4,405,059 $17.58 3.3$305,310 
During the years ended December 31, 2025, 2024 and 2023, we recognized $5.3 million, $3.2 million and $0.4 million of stock-based compensation costs for stock options, respectively.
During the year ended December 31, 2025, we granted 111,504 stock options, including 100,000 performance-based stock options (“PSOs”) issued to a non-executive employee, which are subject to vesting upon achievement of specified corporate milestones. During the year ended December 31, 2024, we granted 1,364,348 stock options, including 1,135,000 PSOs issued to certain executive. We did not grant stock options in the year ended December 31, 2023. PSOs have a 10-year term, an exercise price equal to the fair market value of our Class A common stock on the date of grant, and vest either at the end of three-year performance period, or over a three- or four-year requisite service period.
We used the following weighted-average assumptions in applying the Black-Scholes valuation model for determination of the stock options valuation:
Years Ended
December 31,
20252024
Risk-free interest rate
 3.9% - 4.1%
3.7% - 4.4%
Expected term (years)
6.1
6.0
Expected dividend yield
—
—
Expected volatility
93.4% - 93.9%
95.3% - 97.1%
During the years ended December 31, 2025, 2024 and 2023, the intrinsic value of stock options exercised was $78.3 million, $2.1 million and $3.6 million, respectively.
As of December 31, 2025 and 2024, we had unrecognized compensation costs related to unvested stock options of $5.1 million and $7.2 million, respectively. This cost is expected to be recognized over the remaining weighted-average period of 1.3 years and 2.1 years, respectively. Cash received from stock options exercised totaled $47.8 million, $2.0 million and $3.6 million and for the years ended December 31, 2025, 2024 and 2023, respectively.
Stock Awards
A summary of our stock awards activity and related information is as follows:
Number of
Awards
Outstanding		Weighted
Average Grant
Date Fair
Value
Unvested Balance at December 31, 2023
9,889,341 $18.25 
Granted8,574,481 15.66 
Vested(3,067,129)19.61 
Forfeited(1,350,228)18.60 
Cancelled
(1,150,000)17.44 
Unvested Balance at December 31, 2024
12,896,465 $16.29 
Granted5,685,777 35.08 
Vested(5,184,791)14.86 
Forfeited(1,104,503)14.55 
Unvested Balance at December 31, 2025
12,292,948 $25.74 
The estimated fair value of RSUs and PSUs is based on the fair value of our Class A common stock on the date of grant. For the years ended December 31, 2025, 2024 and 2023, we recognized $125.1 million, $70.1 million and $71.2 million of stock-based compensation costs for stock awards, respectively.
As of December 31, 2025 and 2024, we had $277.1 million and $161.8 million of unrecognized stock-based compensation cost related to unvested stock awards, expected to be recognized over a weighted average period of 2.0 years and 2.2 years, respectively.
Executive Awards
Fiscal Year 2025
On February 18, May 13, August 28, November 10 and 17, 2025, the Company granted RSUs and PSUs to certain executive officers under the 2018 Plan (collectively, the “2025 Executive Awards”).
The RSUs granted to certain executive officers are subject to time-based vesting conditions. These RSUs vest under one of two schedules: (1) 40% of the RSUs vest on the first anniversary of the vesting commencement date of March 15, 2025, with the remaining 60% vesting in equal quarterly installments over the subsequent two years; or (2) the RSUs vest over a four-year period, with 25% vesting on the first anniversary of the vesting commencement dates of December 15, 2024, and October 15, 2025, and the remaining 75% vesting in equal quarterly installments over the following three years.
PSUs vest either (i) 100% at the end of a three-year performance period (cliff vesting), (ii) in three annual installments based on the achievement of performance targets for each year, or (iii) 50% at the end of the first performance period and 25% on each of the next two anniversaries of the first vesting date, all based on achievement of the applicable one-year performance targets, in each case subject to continued employment through the applicable vesting date(s). Stock-based compensation related to the 2025 Executive Awards is recognized over the three-year service period based on the estimated probability of achieving the performance conditions.
As of December 31, 2025, the unamortized compensation expense for these RSUs and the PSUs was $19.9 million.
Fiscal Year 2024
On December 18, 2024, the Company’s Board of Directors cancelled 1,150,000 PSU awards from the equity package the Chief Executive Officer (the “CEO”) received on May 12, 2021 (the “2021 PSUs”), under the 2018 Plan. The 2021 PSUs were cancelled due to the lack of their retention value and the change in the Company’s strategic goals. Also, on December 18, 2024, the Company’s Board of Directors granted the CEO replacement awards that included (1) a front-loaded three-year equity award consisting of: (i) 1,500,000 PSU awards and (ii) 500,000 RSU awards (the “2025 Equity Package”), and (2) a one-time award of 600,000 PSU awards (the “One-Time Grant”, and together with the 2025 Equity Package, the “Replacement
Awards”).
The 2025 Equity Package RSU awards have time-based vesting schedule of three years and started vesting on December 18, 2024. The performance criteria under the 2025 Equity Package PSU awards are equally weighted between product revenue growth and adjusted product gross margin. The CEO is eligible to receive up to 300% of the target PSUs under the 2025 Equity Package, which is intended to provide a meaningful retention incentive for the CEO over the next several years. The 2025 Equity Package PSUs have a three-year cliff performance vesting period.
The One-Time Grant consists of two awards: (i) a grant of 300,000 PSUs that fully vested on December 18, 2024, and (ii) a grant of 300,000 PSUs that will be earned and vest following the Compensation and Organizational Development Committee’s certification that the CEO has achieved specific, objective criteria tied to strategic priorities prior to December 31, 2027. The maximum amount of shares the CEO can earn under the One-Time Grant is 600,000 shares of our Class A common stock.
The cancellation of the 2021 PSUs accompanied by the concurrent grant of the Replacement Awards was accounted for as a modification of the terms of the cancelled award according to the ASC 718. On December 18, 2024, the Company determined the incremental compensation cost of $42.4 million measured as the excess of the fair value of the Replacement Awards over the fair value of the cancelled award immediately before the terms were modified. These compensation costs will be recognized over the requisite service period of the Replacement Awards. The total fair value of the Replacement Awards of $57.6 million measured at the date of a cancellation and replacement consisted of (1) the grant-date fair value of the original award for which the service has already been rendered and is expected to be rendered at that date, and (2) the incremental cost resulting from the cancellation and replacement. For the years ended December 31, 2025 and 2024,we recognized $64.4 million and $7.6 million of compensation costs related to the Replacement Awards, respectively.
On March 1, 2024, the Company granted RSUs, PSUs, time-based and performance-based stock option awards to certain executive staff; on May 6, 2024, the Company granted RSUs and PSUs to new executive hires, including our new Chief Financial Officer; and on August 29, 2024, the Company granted additional performance-based stock option awards to our Chief Commercial Officer (collectively, the “2024 Executive Awards”), pursuant to the 2018 Plan.
The RSUs have time-based vesting schedules that range from two to four years, and started vesting on February 15, 2024 (May 15, 2024, for new hires).
The time-based stock options started vesting on February 15, 2024, and shall vest over three years. The PSUs have vesting schedules that range from one to three years. The performance-based stock options have vesting schedules that range from three to four years. Both the PSUs and the performance-based stock options have a threshold target for vesting of 50% of the number of awards, a target for 100% of earned awards and a maximum of 150% of granted awards earned, for each of the performance periods.
The PSUs and performance-based stock options will vest based on a combination of time and achievement against performance metrics targets assuming continued employment and service through each vesting date. Stock-based compensation costs associated with the 2024 Executive Awards are recognized over the service period as we evaluate the probability of the achievement of the performance conditions. As of December 31, 2025 and 2024, the unamortized compensation expense for the RSUs, the PSUs, the time-based and the performance-based stock options per the 2024 Executive Awards and the Replacement Awards was $77.4 million and $66.8 million, respectively.
Fiscal Year 2023
On February 15, 2023, and July 11, 2023, the Company granted RSU and PSU awards (the “2023 Executive Awards”) to certain executive staff pursuant to the 2018 Plan. The RSU awards have time-based vesting schedules, started vesting on February 15, 2023, and shall vest over a three-year period. The PSU awards which started vesting on February 15, 2023, have either a three-year or one-year cliff vesting period, and the PSU awards which started vesting on July 11, 2023, cliff vest on February 15, 2024. The PSU awards will vest based on a combination of time and achievement against performance metrics targets assuming continued employment and service through each vesting date. Stock-based compensation costs associated with the 2023 Executive Awards are recognized over the service period as we evaluate the probability of the achievement of the performance conditions. As of December 31, 2025 and 2024, the unamortized compensation expense for the 2023 Executive Awards was $0.6 million and $1.8 million, respectively.
Fiscal Year 2022
In 2022, the Company granted RSU and PSU awards (the “2022 Executive Awards”) to certain executive staff, including our CEO, pursuant to the 2018 Plan. The RSUs have time-based vesting schedules. The PSUs consist of three vesting tranches during 2023-2025 with an annual vesting schedule based on the attainment of performance conditions related to fiscal year 2022 and assuming continued employment and service through each vesting date. Stock-based compensation costs associated with the 2022 Executive Awards are recognized over the service period. As of December 31, 2025 and 2024, the unamortized compensation expense for the 2022 Executive Awards was $0.3 million and $1.0 million, respectively. Actual compensation expense was determined by the attained performance condition of the PSUs in fiscal year 2022.
Fiscal Year 2021
In 2021, the Company granted RSU and PSU awards (the “2021 Executive Awards”) to certain executive staff, other than our Chief Executive Officer, pursuant to the 2018 Plan. The RSUs have time-based vesting schedules. The PSUs consist of annual vesting tranches based on the attainment of performance conditions and assuming continued employment and service through each vesting date. Stock-based compensation costs associated with the 2021 Executive Awards are recognized over the service period as we evaluate the probability of the achievement of the performance conditions.
In 2021, the Company also granted RSU and PSU awards to our CEO pursuant to the 2018 Plan. The RSUs vest in equal annual installments over five years from the grant date. A portion of the PSUs can be earned based on achieving certain financial performance goals and another portion can be earned based upon achieving certain progressive stock price hurdles. Any shares issued under the PSU awards are subject to a two-year post-vest holding period in which the award holder is restricted from selling any shares (net of shares settled for taxes).
Actual compensation expense is dependent on the performance of the PSUs that vest based upon a performance condition. We estimated the fair value of the PSUs that vest based on a market condition on the date of grant using a Monte Carlo simulation with the following assumptions: (i) expected volatility of 71.2%, (ii) risk-free interest rate of 1.6%, and (iii) no expected dividend yield.
On December 18, 2024, the Company cancelled 1,150,000 PSU awards from the 2021 Executive Awards and replaced them with the 2025 Equity Package (refer to section Fiscal Year 2024 above for details).
As of December 31, 2025 and 2024, the unamortized compensation expense for 2021 Executive Awards was $0.6 million, and $3.7 million, respectively.
The following table presents the stock activity and the total number of shares available for grant under our stock plans:
 Plan Shares Available
for Grant
  
Balances at December 31, 2023
32,877,906 
Added to plan9,674,114 
Granted(9,933,957)
Cancelled/Forfeited3,371,522 
Expired(726,110)
Balances at December 31, 2024
35,263,475 
Added to plan9,978,870 
Granted(6,651,789)
Cancelled/Forfeited1,333,697 
Expired(214,257)
Balances at December 31, 2025
39,709,996 
2018 Employee Stock Purchase Plan
In April 2018, we adopted the 2018 ESPP. The 2018 ESPP became effective upon our IPO in July 2018. The 2018 ESPP is intended to qualify under Section 423 of the Internal Revenue Code. The aggregate number of our shares that may be issued over the term of our ESPP is 33,333,333 Class A common stock. A total of 3,333,333 shares of our Class A common stock
were initially reserved for issuance under the plan. The number of shares reserved for issuance under the 2018 ESPP will increase automatically on the 1st day of January of each of the first nine years following the first offering date by the number of shares equal to one percent (1%) of the total number of Class A common stock, Class B common stock (automatically converted to Class A common stock on July 27, 2023) and common stock equivalents (including options, RSUs, warrants and preferred stock on an as converted basis) issued and outstanding on the immediately preceding December 31 (rounded down to the nearest whole share); provided, that the Board of Directors or the Compensation Committee may in its sole discretion reduce the amount of the increase in any particular year.
The 2018 ESPP allows eligible employees to purchase shares, subject to purchase limits of 2,500 shares during each six-month period or $25,000 worth of stock for each calendar year, of our Class A common stock through payroll deductions at a price per share equal to 85% of the lesser of the fair market value of our Class A common stock (i) on the first trading day of the applicable offering date and (ii) the last trading day of each purchase date.
During the years ended December 31, 2025, 2024 and 2023, we recognized $9.8 million, $5.9 million and $15.5 million of stock-based compensation costs for the 2018 ESPP, respectively. We issued 1,073,929, 1,049,955 and 875,695 shares in the years ended December 31, 2025, 2024 and 2023, respectively. During the years ended December 31, 2025, 2024 and 2023, we added an additional 2,494,717, 2,418,528 and 2,239,563 shares, respectively. There were 17,993,945 and 16,573,157 shares available for issuance as of December 31, 2025 and 2024, respectively.
As of December 31, 2025 and 2024, we had $8.6 million and $5.9 million of unrecognized stock-based compensation costs, expected to be recognized over a weighted average period of 0.6 years and 0.8 years, respectively.
We used the following weighted-average assumptions in applying the Black-Scholes valuation model for determination of the 2018 ESPP share valuation:
Years Ended
December 31,
202520242023
Risk-free interest rate
 3.8% - 5.0%
4.1% - 5.6%
4.9% - 5.6%
Expected term (years)
0.5 - 2.0
0.5 - 2.0
0.5 - 2.0
Expected dividend yield
—
—
—
Expected volatility
66.2% - 115.2%
54.1% - 78.7%
54.1% - 74.1%
v3.25.4
Portfolio Financings
 12 Months Ended
Dec. 31, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Portfolio Financings Portfolio Financings
Overview
We have developed various financing options that enable customers’ use of the Energy Server systems through third-party ownership financing arrangements.
In the past, we and our third-party equity investors (together, the “Equity Investors”) contributed funds into a limited liability investment entity (the “Investment Company”) that owns and is parent to the Operating Company (together, the “PPA Entities”). The contributed funds were restricted for use by the Operating Company to the purchase of our Energy Server systems manufactured by us in our normal course of operations. All six PPA Entities established in the past utilized their entire available financing capacity and have completed the purchase of their Energy Server systems. Any debt incurred by the Operating Companies was non-recourse to us. Under these structures, each Investment Company was treated as a partnership for U.S. federal income tax purposes. Equity Investors received investment tax credits and accelerated tax depreciation benefits.
In June 2022, November 2022, and August 2023, we sold PPA IIIa, PPA IV, and PPA V, respectively, which were accounted as our consolidated VIEs, as a result of the repowering of the Energy Server systems. The other three PPA Entities—PPA II, PPA IIIb and PPA VI—are not considered VIEs (the Third-Party PPAs).
PPA V Interest Buyout
On August 10, 2023, we acquired all of Solar TC Corp’s (“Intel”) interest in PPA V, as set forth in the Purchase and Sale Agreement (the “2023 PPA V Buyout”). The aggregate purchase price of the transaction amounted to $6.9 million. After the acquisition, PPA V became wholly owned by us.
The change in our ownership interest in PPA V was accounted for as equity transaction in accordance with ASC 810. The carrying amount of the noncontrolling interest was eliminated to reflect the change in our ownership interest in PPA V, and the difference between the fair value of the consideration paid and the carrying amount of the noncontrolling interest immediately prior to the 2023 PPA V Buyout on August 10, 2023, of $11.5 million was recognized as Additional paid-in capital in our consolidated statements of stockholders’ equity.
PPA V Repowering of the Energy Server Systems
PPA V was established in 2015 and we, through a special purpose subsidiary (the “Project Company”), had previously entered into certain agreements for the purpose of developing, financing, owning, operating, maintaining and managing a portfolio of 37.1 megawatts of the Energy Server systems.
On August 24, 2023, we entered into a Membership Interest Purchase Agreement (the “MIPA”) with the financier. Following the 2023 PPA V Buyout and prior to signing the MIPA, we repaid all of the outstanding debt of the Project Company of $119.0 million, including accrued interest of $0.5 million, and recognized a loss on extinguishment of debt in an amount of $1.4 million, represented in its entirety by the derecognition of the related debt issuance costs.
On August 25, 2023, we sold our 100% interest in the Project Company to the financier through the MIPA. Simultaneously, we entered into an agreement with the Project Company to repower the 37.1 megawatts of the old PPA V Energy Servers by replacing them with the new PPA V Energy Servers and to provide related installation services, which were financed by the financier (the “EPC Agreement”). We also amended and restated our O&M Agreement with the Project Company to cover all the new PPA V Energy Servers and the old PPA V Energy Servers prior to their Repowering. The operations and maintenance fees under the O&M Agreement are paid on a fixed dollar per kilowatt basis.
Due to our repurchase option on the old PPA V Energy Servers, we concluded there was no transfer of control of the old PPA V Energy Servers upon sale of the membership interest to the financier. Accordingly, we continued to recognize the old PPA Energy Servers, despite the legal ownership of such assets having been transferred under the MIPA. We assessed the recorded assets for impairment. The carrying amount of the PPA V property, plant and equipment was determined to be not recoverable as the net undiscounted cash flows were less than the carrying amounts for PPA V property, plant and equipment. Therefore, we recognized the asset impairment charge as electricity cost, consistent with our depreciation expense classification for property, plant and equipment under leases.
The PPA V Repowering was complete in the first quarter of fiscal year 2024, and resulted in the following summarized impacts on our consolidated statements of operations for the year ended December 31, 2024: (i) service revenue recognized of $10.9 million related to the O&M Agreements, (ii) a decrease in cost of installation revenue of $0.8 million due to accrual reversal, (iii) product revenue decreased by $0.1 million due to the revenue adjustment, and (iv) immaterial amount of installation revenue recognized. There was no impact from the PPA V Repowering on our consolidated statements of operations for the year ended December 31, 2025.
The PPA V Repowering had the following impacts on our consolidated statements of operations for the year ended December 31, 2023: (i) product revenue and installation revenue recognized of $176.2 million and $14.8 million, respectively, as a result of the sale of the new PPA V Energy Servers; (ii) electricity revenue recognized of $6.1 million related to the old PPA V Energy Servers and the release of deferred incentive revenue of $5.0 million, (iii) service revenue recognized of $2.6 million related to the O&M Agreements, (iv) cost of electricity revenue of $125.6 million, primarily including the impairment of the old PPA V Energy Servers of $123.7 million and accelerated depreciation of $0.4 million prior to the completion of installation; (v) cost of product revenue and cost of installation revenue of $75.3 million and $13.2 million, respectively, due to the sale of the new PPA V Energy Servers; (vi) general and administrative expenses of $6.4 million due to the impairment of non-recoverable production insurance; (vii) loss on extinguishment of debt of $1.4 million, (viii) interest expense of $0.3 million, and (ix) net loss attributable to noncontrolling interest of $1.0 million.
Impacts on our consolidated statements of cash flows for the year ended December 31, 2023, are summarized as follows: net cash provided by financing activities decreased by $109.3 million due to the repayment of debt related to PPA V of $118.5 million, and acquisition of all of interest in PPA V from Intel for $6.9 million net of distributions to Intel’s noncontrolling
interest of $2.3 million. There were no impacts on cash flows from financing activities for the years ended December 31, 2025 and 2024.
Assets Buyout and Repowering
In December 2024, we terminated certain of our legacy Managed Services Agreements, previously recorded as failed sale-and-leaseback transactions upon inception. At termination, we bought back the old Energy Server systems from the respective legacy financiers (the “Buyout”). Upon the Buyout, title for these Energy Server systems was transferred to a Bloom-owned SPV. The SPV was a VIE of Bloom under ASC 810, and we consolidated it in our financial statements as we were the primary beneficiary and therefore had the power to direct activities which were most significant to this entity.
Simultaneously with the Buyout, we sold our 100% interest in the SPV to the new financier. Upon the sale, the SPV is no longer a part of our consolidated financial statements. We also entered into two agreements with the New Project Company: (1) the EPC Agreement to repower its fleet of the old Energy Server systems by replacing them with the new Energy Server systems and to provide related installation services, which was financed by the new financier (the “old Energy Server systems Repowering”); and (2) the O&M Agreement for the operations and maintenance of the new Energy Server systems with fees payable on a fixed dollar per kilowatt basis. The majority of old Energy Server systems Repowering was scheduled for the first half of fiscal year 2025, with the remaining to be repowered by the end of the fiscal year 2026.
At the time of the Buyout, we assessed the old Energy Server systems for impairment. As a result, the carrying amount of the assets, recorded as property, plant and equipment on our consolidated balance sheet, was adjusted to $1.5 million, to represent the new remaining useful life. The asset impairment charge of $74.4 million, along with the amount of the Buyout of $59.4 million, net of refund received from the financier, was offset against the gain from derecognition of financing obligations related to the terminated legacy managed services agreements of $146.2 million, and the net effect of $12.4 million was recorded in Other income (expense), net on our consolidated statements of operations (see Note 9—Leases in this Annual Report on Form 10-K).
Under the EPC Agreement, Bloom has a right to repurchase the old Energy Server systems. Due to such repurchase right, we concluded there was no transfer of control of the old Energy Server systems upon sale of the SPV to the new financier. Consequently, the sale of the old Energy Server systems was recorded as a sales-type lease. Accordingly, we derecognized the old Energy Server systems with the carrying amount of $1.5 million, as determined at the time of the Buyout, resulting in the selling profit from the sales-type lease of $3.6 million, which was recorded in Other income (expense), net on our consolidated statements of operations. Instead of recording the respective lease receivable for the sales-type lease, we adjusted customer deposits received from the new financier as part of the EPC Agreement by $5.1 million. The sales-type lease had terms ending upon completion of the old Energy Server systems Repowering throughout the fiscal year 2025.
v3.25.4
Related Party Transactions
 12 Months Ended
Dec. 31, 2025
Related Party Transactions [Abstract]  
Related Party Transactions Related Party Transactions
SK ecoplant
On September 23, 2023, all 13,491,701 shares of the Series B RCPS (i.e., the Second Tranche Shares) were automatically converted into shares of our Class A common stock. For more information on the SK ecoplant Second Tranche Closing, see Note 17—SK ecoplant Strategic Investment in this Annual Report on Form 10-K. Consequently, SK ecoplant became a principal owner of an aggregate of 23,491,701 shares of our Class A common stock, including (i) 10,000,000 shares held with sole voting and investment power (as a result of the conversion of 10,000,000 shares of our Series A preferred stock, par value $0.0001 per share (the “Series A RCPS”) into 10,000,000 shares of our Class A common stock on November 8, 2022) and (ii) 13,491,701 shares held with shared voting and investing power with Econovation, LLC, 51.67% and 48.33% of which is owned by SK ecoplant and Blooming Green Energy Limited, respectively, as the assignee of the Second Tranche Shares. SK ecoplant became a related party as of September 23, 2023, and was entitled to nominate a member to the Board of Directors of Bloom. As of December 31, 2024, SK ecoplant’s beneficial ownership of our Class A common stock represented 10.3% of our outstanding Class A common stock.
On July 10, 2025, SK ecoplant sold 10,000,000 shares of our Class A common stock. As a result of this transaction, SK ecoplant’s ownership interest in Bloom decreased to 5.8%, as a consequence thereof, ceased to be a related party as defined in ASC 850, Related Party Disclosures (“ASC 850”). Subsequently, on August 14, 2025, and September 29, 2025, SK ecoplant
sold another 2,608,000 and 3,912,000 shares of our Class A common stock, respectively. As of December 31, 2025, SK ecoplant’s ownership interest in Bloom was 2.5%.
The Fund JVs
During the year ended December 31, 2025, Bloom and Brookfield established the Fund JVs, which qualify as related parties under the guidance of ASC 850. For details, refer to Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K. For the year ended December 31, 2025, we recognized $809.8 million and $52.3 million of product and installation revenue, respectively, from sales of Energy Server systems and other products to the Fund JVs, which were transacted at arms-length and prevailing market terms. The accounts receivable due from the Fund JVs were $151.9 million as of December 31, 2025.
As discussed in Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K, we recognized equity in loss of unconsolidated affiliates of $40.4 million for the year ended December 31, 2025. Our contributions of $36.5 million to the Fund JVs were made during the year ended December 31, 2025, and our total funding commitment under the Fund JVs’ agreements and additional capital contributions which may be required in future periods as capital calls are issued in accordance with the governing agreements is $58.2 million as of December 31, 2025.
Our operations included the following related party transactions (in thousands):
 Years Ended
December 31,
 202520242023
Total revenue from related parties1
$892,035 $338,602 $487,240 
Cost of product revenue2
— 163 133 
General and administrative expenses3
434 683 812 
Interest expense4
101 203 84 
Equity in loss of unconsolidated affiliates5
40,421 — — 
1 Includes total revenue related to (a) the Korean JV, (b) the Fund JVs and (c) SK ecoplant, which was a related party from September 23, 2023 through July 10, 2025.
2 Includes expenses billed by SK ecoplant to the Korean JV for headcount support, maintenance and other services.
3 Includes rent expenses per operating lease agreements entered between the Korean JV and SK ecoplant and miscellaneous expenses billed by SK ecoplant to the Korean JV.
4 Interest expense per two term loans entered into between the Korean JV and SK ecoplant in fiscal year 2023 (see Note 8—Outstanding Loans and Security Agreements, section Non-recourse Debt Facilities in this Annual Report on Form 10-K).
5 Represent equity in loss of the Fund JVs (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
Below is the summary of outstanding related party balances as of December 31, 2025 and 2024 (in thousands):
 December 31,
20252024
   
Accounts receivable$151,932 $93,510 
Contract assets, current
2,967 800 
Prepaid expenses and other current assets
1,247 1,215 
Investments in unconsolidated affiliates10,037 — 
Operating lease right-of-use assets1
— 1,385 
Contract assets, non-current
48,763 — 
Other long-term assets
5,968 8,776 
Accrued warranty
799 1,205 
Accrued expenses and other current liabilities39 3,989 
Deferred revenue and customer deposits, current
6,879 8,857 
Operating lease liabilities, current1
— 442 
Deferred revenue and customer deposits, long-term
— 3,335 
Operating lease liabilities, non-current1
— 977 
Non-recourse debt, non-current2
— 4,057 
Deferred profit in transactions with unconsolidated affiliates
13,928 — 
1 Balances relate to operating leases entered between Korean JV and SK ecoplant.
2 Represents the total balance of two term loans entered into between the Korean JV and SK ecoplant in fiscal year 2023 (see Note 8—Outstanding Loans and Security Agreements, section Non-recourse Debt Facilities in this Annual Report on Form 10-K).
SK ecoplant Joint Venture
In September 2019, we entered into a joint venture agreement with SK ecoplant to establish a light-assembly facility in the Republic of Korea for (i) the procurement of local parts for our Energy Server systems, (ii) the assembly of certain portions of the Energy Server systems for the South Korean market, and (iii) sales of certain portions of our Energy Server systems for the stationary utility and commercial and industrial market in the Republic of Korea.
The joint venture is a VIE of Bloom and we consolidate it in our financial statements as we are the primary beneficiary and therefore have the power to direct activities which are most significant to the joint venture. Restricted Korea JV assets (cash, receivables, fixed assets) arise from JV purchase orders and customer contracts in the Republic of Korea and, under the JV/financing documents, are ring‑fenced and may be used only to settle JV obligations from those arrangements (trade payables, pre‑commissioning warranty, capped performance liquidated damages, and any PO‑specific performance bond). Bloom and the Korean JV are several (not joint), Bloom has no liability under Customer Agreements, and title/risk pass at delivery, so creditors generally have no recourse to Bloom beyond any capped PO‑specific undertakings.
We do not maintain keepwells, parent guarantees, or open‑ended support for the Korean JV. Any Bloom obligations are PO‑specific commercial terms. We did not provide financial support to (or on behalf of) the Korea JV during the year ended December 31, 2025.
In October 2021, we expanded our existing relationship with SK ecoplant, and amended the previous Joint Venture Agreement (the “JVA”). The restated JVA increased the scope of assembly done by the Korean JV.
In September 23, 2023, we entered into the Amended and Restated Joint Venture Agreement and the Share Purchase Agreement (together, the “Amended JV Agreements”) with SK ecoplant which allowed SK ecoplant to increase its share of the voting rights in the Korean JV to 60% and increased the scope of assembly done by the joint venture facility in the Republic of Korea to full assembly. In January 2024, in accordance with the Amended JV Agreements, SK ecoplant made a capital contribution to the Korean JV of $4.0 million.
For the years ended December 31, 2024 and 2023, we recognized related party revenue from the Korean JV of $40.2 million and $37.3 million, respectively. There was no related party revenue recognized from the Korean JV for the year ended
December 31, 2025.
As of December 31, 2024, we had outstanding accounts receivable related to the Korean JV of $2.5 million, and non-recourse debt of $4.1 million, respectively. There were no related party balances related to the Korean JV as of December 31, 2025.
The following are the aggregate carrying values of the Korean JV’s assets and liabilities in our consolidated balance sheets, after eliminations of intercompany transactions and balances, as of December 31, 2025 and 2024 (in thousands):
December 31,
20252024
Assets
Current assets:
Cash and cash equivalents$25,820 $15,767 
Accounts receivable576 2,515 
Inventories33,075 15,020 
Prepaid expenses and other current assets5,688 3,361 
Total current assets65,159 36,663 
Property and equipment, net1,454 1,796 
Operating lease right-of-use assets1,134 1,663 
Other long-term assets210 40 
Total assets$67,957 $40,162 
Liabilities
Current liabilities:
Accounts payable$16,342 $7,693 
Accrued expenses and other current liabilities19,179 2,154 
Operating lease liabilities516 442 
Non-recourse debt4,153 — 
Total current liabilities40,190 10,289 
Operating lease liabilities484 977 
Non-recourse debt— 4,057 
Total liabilities$40,674 $15,323 
v3.25.4
Commitments and Contingencies
 12 Months Ended
Dec. 31, 2025
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Commitments
Purchase Commitments with Suppliers and Contract Manufacturers—In order to reduce manufacturing lead-times for an adequate supply of inventories, we have agreements with our component suppliers and contract manufacturers to allow long lead-time component inventory procurement based on a rolling production forecast. We are contractually obligated to purchase long lead-time component inventory procured by certain manufacturers in accordance with our forecasts. We can generally give notice of order cancellation at least 90 days prior to the delivery date. However, we occasionally issue purchase orders to our component suppliers and third-party manufacturers that may not be cancellable. As of December 31, 2025 and 2024, we had no material open purchase orders with our component suppliers and third-party manufacturers that are expected to be realized within more than a 12-month period and are not cancellable.
Performance Guarantees—We guarantee the performance of the Energy Server systems at certain levels of output and efficiency to our customers over the contractual term. We monitor the need for any accruals arising from such guaranties, which are calculated as the difference between committed and actual power output or between natural gas consumption at warranted
efficiency levels and actual consumption, multiplied by the contractual rates with the customer. Amounts payable under these guaranties are accrued in periods when the guaranties are not met and are recorded as service revenue in the consolidated statements of operations. For the years ended December 31, 2025, 2024 and 2023, we paid $18.0 million, $21.2 million and $25.9 million for such performance guarantees, respectively.
Letters of Credit—In 2019, pursuant to the PPA II repowering of the Energy Server systems, we agreed to indemnify our financing partner for losses that may be incurred in the event of certain regulatory, legal or legislative developments and established a cash-collateralized letter of credit facility for this purpose. As of December 31, 2024, the balance of this cash-collateralized letter of credit was $9.5 million. The entire balance of the cash-collateralized letter of credit related to PPA II was released in the second quarter of the fiscal year 2025 and the balance of the funds returned to us.
In December 2024, we issued a $100.0 million letter of credit in favor of one of our major customers to guarantee the performance in accordance with the limited indemnity and cooperation agreement dated November 14, 2024, related to the supply of 100 MW of Energy Server systems. This letter of credit was released in the first quarter of the fiscal year 2025.
In addition, we have other outstanding letters of credit issued to our customers and other counterparties in the U.S. and international locations under different performance and financial obligations. These letters of credit are collateralized through cash deposited in the controlled bank accounts with the issuing banks and are classified as Restricted cash in our consolidated balance sheets. As of December 31, 2025 and 2024, the balances of the cash-collateralized letters of credit issued to our customers and other counterparties in the U.S. and international locations other than PPA II were $26.6 million and $131.2 million, respectively.
Pledged Funds—In 2019, pursuant to the PPA IIIb repowering of the Energy Server systems, we established a restricted cash fund of $20.0 million, which had been pledged for a seven-year period to secure our operations and maintenance obligations with respect to the totality of our obligations to the financier. These funds will be released to us by the end of 2026 as long as the Energy Server systems continue to perform in compliance with our warranty obligations. In the fourth quarter of fiscal year 2025, $6.7 million of restricted cash pledged under the PPA IIIb repowering arrangement was released to us. As of December 31, 2025 and 2024, the balance of the restricted cash fund was $0.9 million and $7.4 million, respectively.
Revolving Credit Facility Letters of Credit and Assets Pledged as Collateral—Under the Revolving Credit Facility entered into on December 19, 2025, we have a $90.0 million sublimit available for the issuance of letters of credit. As of December 31, 2025, no letters of credit have been issued or drawn under the Revolving Credit Facility. Letters of credit, when issued, represent off-balance sheet commitments and may be used to support contractual, regulatory, or operational obligations. We are not currently required to maintain cash collateral for any letters of credit under the Revolving Credit Facility.
In connection with our Revolving Credit Facility, Bloom and certain subsidiaries have granted a first-priority lien on substantially all domestic assets and provided subsidiary guarantees, including a pledge of equity interests in material domestic subsidiaries and 65% of equity in certain foreign subsidiaries, to secure obligations under the Revolving Credit Facility. Additionally, material subsidiaries have provided guarantees of the Revolving Credit Facility obligations. These arrangements do not involve the transfer of financial assets but include pledged collateral and subsidiary guarantees that could have a material impact on our financial position and liquidity.
Contingencies
Indemnification Agreements—We enter into standard indemnification agreements with our customers and certain other business partners in the ordinary course of business. Our exposure under these agreements is unknown because it involves future claims that may be made against us but have not yet been made. To date, we have not paid any claims or been required to defend any action related to our indemnification obligations. However, we may record charges in the future as a result of these indemnification obligations.
Investment Tax Credits—Beginning January 1, 2026, our Energy Server systems may qualify for investment tax credits under the new technology-neutral Section 48E of the Internal Revenue Code, subject to meeting applicable eligibility requirements. Qualified fuel cell property is eligible for a credit of 30% of the tax basis, without regard to greenhouse gas emission rates, provided construction begins after December 31, 2025. The ITC program includes operational criteria that extend for five years following the property’s placed-in-service date. If the energy property is disposed of or otherwise ceases to be qualified as investment credit property before the close of the five-year recapture period, a partial reduction of the incentives may occur.
Legal Matters—We are involved in various legal proceedings that arise in the ordinary course of business. We review all legal matters at least quarterly and assess whether an accrual for loss contingencies needs to be recorded. We record an accrual for loss contingencies when management believes that it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Legal matters are subject to uncertainties and are inherently unpredictable, so the actual liability in any such matter may be materially different from our estimates. If an unfavorable resolution were to occur, there exists the possibility of a material adverse impact on our consolidated financial condition, results of operations or cash flows for the period in which the resolution occurs or in future periods.
In February 2022, Plansee SE/Global Tungsten & Powders Corp. (“Plansee/GTP”), a former supplier, filed a request for expedited arbitration with the World Intellectual Property Organization Arbitration and Mediation Center in Geneva Switzerland (“WIPO”), for various claims allegedly in relation to an Intellectual Property and Confidential Disclosure Agreement between Plansee/GTP and Bloom Energy Corporation. Plansee/GTP’s statement of claims includes allegations of infringement of U.S. Patent Nos. 8,802,328, 8,753,785 and 9,434,003. On April 3, 2022, we filed a complaint against Plansee/GTP in the Eastern District of Texas to address the dispute between Plansee/GTP and Bloom Energy Corporation in a proper forum before a U.S. Federal District Court. Our complaint seeks the correction of inventorship of U.S. Patent Nos. 8,802,328, 8,753,785 and 9,434,003 (the “Patents-in-Suit”); declaratory judgment of invalidity, unenforceability, and non-infringement of the Patents-in-Suit; and declaratory judgment of no misappropriation. Further, our complaint seeks to recover damages we have suffered in relation to Plansee/GTP’s business dealings that, as alleged, constitute acts of unfair competition, tortious interference contract, breach of contract, violations of the Racketeer Influenced and Corrupt Organizations (RICO) Act and violations of the Clayton Antitrust Act. On June 9, 2022, Plansee/GTP filed a motion to dismiss the complaint filed in the Eastern District of Texas and compel arbitration (or alternatively to stay). On February 9, 2023, Magistrate Judge Payne issued a report and recommendation to stay the district court action pending an arbitrability determination by the arbitrator for each claim. On April 26, 2023, Judge Gilstrap stayed the district court action pending arbitrability determinations by the arbitrator in the WIPO proceeding. On October 2, 2023, the arbitrator in the WIPO proceeding issued a ruling concluding that all the parties’ claims were arbitrable.
On November 18, 2023, the arbitrator bifurcated the arbitration into a first phase focusing on Bloom’s claims directed to improper inventorship of the Patents-in-Suit and Bloom’s defective product claims. Briefing on the first phase took place throughout 2024 and the first half of 2025. An evidentiary hearing with witness testimony commenced on July 21, 2025, and continued through August 1, 2025. Post hearing briefs were submitted on October 3, 2025. There is no set time frame for a decision from the Arbitrator on the first phase of the arbitration. We are unable to predict the ultimate outcome of the arbitration at this time.
v3.25.4
Segment Information
 12 Months Ended
Dec. 31, 2025
Segment Reporting [Abstract]  
Segment Information Segment Information
ASC 280, Segment Reporting, (“ASC 280”) establishes standards for companies to report in their financial statement information about operating segments, products, services, geographic areas, and major customers. Based on the criteria established by ASC 280, our chief operating decision maker (“CODM”) has been identified as the Chief Executive Officer. The CODM reviews consolidated results when making decisions about allocating resources and assessing the performance of the Company as a whole and hence, we have only one reportable segment. We do not distinguish between markets or segments for the purpose of internal reporting.
Significant segment expenses that are provided to CODM on a regular basis and are included within reported measure of segment profit or loss are:
•cost of product revenue,
•cost of installation revenue,
•cost of service revenue,
•cost of electricity revenue,
•research and development expenses,
•sales and marketing expenses, and;
•general and administrative expenses.
Other segment items are represented by Interest income, Interest expense, Other income (expense), net, Loss on extinguishment of debt, Debt conversion inducement expense, Loss on revaluation of embedded derivatives, and Income tax provision.
Please refer to the consolidated statements of operations for the years ended December 31, 2025, 2024 and 2023, for significant segment expenses and other segment items.
The Company’s primary measure of segment profitability is non-GAAP gross profit margin. Non-GAAP gross profit margin is defined by the Company as non-GAAP gross profit divided by total revenue. Non-GAAP gross profit is the difference between total revenue and non-GAAP total cost of revenue, which represents the total cost of revenue adjusted by items that do not contribute directly to management’s evaluation of its operating results. These items include stock-based compensation, impairment charges, restructuring accruals (releases), and other adjustments. This presentation is consistent with how the Company’s CODM evaluates the results of operations and makes strategic decisions about the business. For these reasons, the Company believes that non-GAAP gross profit margin represents the most relevant measure of segment profit and loss.
For information on the Company’s geographic risk, please refer to Note 1—Nature of Business, Liquidity and Basis of Presentation, section Concentration of Risk in this Annual Report on Form 10-K.
v3.25.4
Income Taxes
 12 Months Ended
Dec. 31, 2025
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
The components of loss before the provision for income taxes are as follows (in thousands):
 Years Ended
December 31,
202520242023
United States$(91,633)$(29,969)$(310,243)
Foreign7,229 3,612 4,200 
  Total$(84,404)$(26,357)$(306,043)
The provision for income taxes consists of the following (in thousands):
Years Ended
December 31,
202520242023
  
Current:
Federal$— $— $— 
State241 (13)246 
Foreign2,387 1,182 1,640 
Total current2,628 1,169 1,886 
Deferred:
Federal— — — 
State— — — 
Foreign108 (323)8 
Total deferred108 (323)8 
Total provision for income taxes$2,736 $846 $1,894 
A reconciliation of the U.S. federal statutory income tax rate to our effective tax rate is as follows (in thousands):
Years Ended
December 31,
202520242023
Amounts%Amounts%Amounts%
U.S. federal statutory income tax rate$(17,725)21.0 %$(5,534)21.0 %$(64,270)21.0 %
Domestic federal
Tax credits
Nontaxable or nondeductible items
Non-deductible compensation15,113 (17.9)%4,654 (17.7)%6,295 (2.1)%
ISO/ESPP disqualifying dispositions(6,544)7.8 %(221)0.8 %(316)0.1 %
Loss on debt borrowings 16,724 (19.8)%5,458 (20.7)%— — %
Loss on SK Equity Transaction— — %— — %11,811 (3.9)%
Other nontaxable or nondeductible items601 (0.7)%403 (1.5)%654 (0.2)%
Excess tax (benefits)/deficits of stock-based compensation(31,552)37.4 %5,992 (22.7)%1,828 (0.6)%
Cross-border tax laws
Global intangible low-taxed income— — %428 (1.6)%86 — %
Changes in valuation allowance25,008 (29.6)%(10,288)39.0 %43,271 (14.1)%
Other
Tax on noncontrolling interest (272)0.3 %(425)1.6 %1,222 (0.4)%
Domestic state and local income taxes, net of federal effect241 (0.3)%(13)— %246 (0.1)%
Foreign tax effects
India
Statutory tax rate difference between India and U.S. 182 (0.2)%290 (1.1)%18 — %
Prior Year return-to-provision true-up375 (0.4)%56 (0.2)%239 (0.1)%
Other 14 — %(68)0.3 %(58)— %
Japan
Change in valuation allowance(407)0.5 %(1,090)4.1 %240 (0.1)%
Prior Year return-to-provision true-up367 (0.4)%1,034 (3.9)%— — %
Other51 (0.1)%188 (0.7)%13 — %
Korea
Statutory tax rate difference between Korea and U.S.496 (0.6)%329 (1.2)%243 (0.1)%
Prior Year return-to-provision true-up(56)0.1 %(287)1.1 %(222)0.1 %
Other51 (0.1)%(25)0.1 %26 — %
Other foreign jurisdictions69 (0.1)%(35)0.1 %568 (0.2)%
Provision for income taxes/Effective tax rate$2,736 (3.2)%$846 (3.2)%$1,894 (0.6)%
1 For the year ended December 31, 2025, state taxes in Massachusetts and West Virginia comprise the majority of the state and local income taxes, net of federal effect category. For the year ended December 31, 2024, state taxes in Massachusetts and New York comprise the majority of the state and local income taxes, net of federal effect category. For the year ended December 31, 2023, state taxes in Oregon and New Jersey comprise the majority of the state and local income taxes, net of federal effect category.
2 None of the remaining foreign jurisdictions for which there are foreign tax effects reconciling items meet the 5% threshold in any of the years presented. There are no additional reconciling items by nature in any of the remaining foreign jurisdictions that meet the 5% threshold in any of the years presented.
On July 4, 2025, the OBBBA was signed into law. The legislation includes a broad range of tax reform provisions affecting businesses including, but not limited to, the reinstatement of 100% bonus depreciation, immediate expensing of domestic research and development costs, and revisions to the U.S. taxation of profits derived from international operations.
The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. We have assessed the effects of the new tax legislation, including immediate expensing of domestic research and development expenditures, and the results have been reflected in this Annual Report on Form 10-K.
For the year ended December 31, 2025, we recognized a provision for income taxes of $2.7 million on a pre-tax loss of $84.4 million, for an effective tax rate of (3.2)%. For the year ended December 31, 2024, we recognized a provision for income taxes of $0.8 million on a pre-tax loss of $26.4 million, for an effective tax rate of (3.2)%. For the year ended December 31, 2023, we recognized a provision for income taxes of $1.9 million on a pre-tax loss of $306.0 million, for an effective tax rate of (0.6)%. The effective tax rate for 2025, 2024 and 2023, is lower than the statutory federal tax rate primarily due to a full valuation allowance against U.S. deferred tax assets.
A reconciliation of the income tax paid table by jurisdictions is as follows (in thousands):
Years Ended
December 31,
202520242023
  
Income Taxes paid (net of refunds)
U.S. federal$— $— $— 
U.S. state and local
Connecticut**94 
Oregon**160 
New York89 **
Other90 86 67 
179 86 322 
Foreign
India906 357 380 
Korea342 825 677 
Japan***
Taiwan173 **
Other106 156 76 
1,527 1,338 1,133 
Total$1,706 $1,424 $1,455 
* The amount of income taxes paid during the year does not meet the 5% disaggregation threshold
Significant components of our deferred tax assets and liabilities consist of the following (in thousands): 
December 31,
20252024
 
Tax credits and net operating loss carryforwards$623,907 $604,681 
Lease liabilities104,672 103,313 
Research and development expenditures capitalization63,373 71,229 
Accruals and reserves61,781 29,509 
Disallowed Interest expenses26,078 27,873 
Stock-based compensation20,969 18,808 
Depreciation and amortization11,256 14,131 
Investment in partnerships11,173 — 
Deferred revenue9,963 9,603 
Other items—deferred tax assets7,098 2,544 
Gross deferred tax assets940,270 881,691 
Valuation allowance(872,631)(816,257)
Net deferred tax assets67,639 65,434 
Right-of-use assets and leased assets(59,835)(60,043)
Capitalized Commission
(6,024)(3,503)
Gross deferred tax liabilities(65,859)(63,546)
Net deferred tax asset$1,780 $1,888 
Income taxes are recorded using the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income (or loss) in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.
A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, is not more-likely-than-not to be realized. Management believes that, based on available evidence, both positive and negative, it is not more likely than not that the net U.S. deferred tax assets will be utilized. As a result, a full valuation allowance for U.S. deferred tax assets has been recorded.
The valuation allowance for deferred tax assets was $872.6 million and $816.3 million as of December 31, 2025 and 2024, respectively. The net change in the total valuation allowance for the years ended December 31, 2025 and 2024, was an increase of $56.4 million and a decrease of $15.3 million, respectively.
At December 31, 2025, we had federal and California net operating loss carryforwards of $2.3 billion and $1.5 billion, respectively, to reduce future taxable income. The expiration of federal and California net operating loss carryforwards is summarized as follows (in billions):
 FederalCalifornia
Expire in 2026 - 2030$0.4 $0.3 
Expire in 2031 - 20351.0 0.6 
Expire beginning in 20350.2 0.5 
Carryforward indefinitely0.6 — 
Total$2.3 $1.5 
At December 31, 2025, we also had other state net operating loss carryforwards of $523.5 million, that begin to expire in fiscal year 2026, and Japanese net operating loss carryforwards of $7.0 million, that will begin to expire in fiscal 2027. In addition, at December 31, 2025, we had approximately $47.9 million of federal research credit, $6.6 million of federal investment tax credit, and $21.8 million of state research credit carryforwards.
The expiration of the federal and California credit carryforwards is summarized as follows (in millions):
FederalCalifornia
Expire in 2026 - 2030$6.3 $— 
Expire in 2031 - 203511.7 — 
Expire beginning in 203536.5 — 
Carryforward indefinitely— 21.8 
Total$54.5 $21.8 
We have not reflected deferred tax assets for the federal and state research credit carryforwards as the entire amount of the carryforwards represents unrecognized tax benefits.
Internal Revenue Code Section 382 (“Section 382”) limits the use of net operating loss and tax credit carryforwards in certain situations in which changes occur in our capital stock ownership. Any annual limitation may result in the expiration of net operating losses and credits before utilization. If we should have an ownership change, as defined by the tax law, utilization of the net operating loss and credit carryforwards could be significantly reduced. Based on our analysis, Section 382 limitations will not have a material impact on our net operating loss and credit carryforwards related to any ownership changes.
During the year ended December 31, 2025, the amount of uncertain tax positions increased by $6.3 million.
A reconciliation of the beginning and ending amounts of unrecognized tax benefits were as follows (in thousands):
Years Ended
December 31,
202520242023
Unrecognized tax benefits beginning balance$63,951 $58,157 $48,389 
Gross decrease for tax positions of prior year
(326)(145)(152)
Gross increase for tax positions of prior year
— — 1,307 
Gross increase for tax positions of current year6,655 5,939 8,613 
Unrecognized tax benefits end balance$70,280 $63,951 $58,157 
If fully recognized in the future, there would be no impact to the effective tax rate, and $65.1 million would result in adjustments to the valuation allowance.
Interest and penalties, to the extent there are any, would be included in income tax expense. There were no material interest or penalties accrued during or for the years ended December 31, 2025 and 2024.
We are subject to taxation in the U.S. and various state and foreign jurisdictions. All of our tax years will remain open for examination by federal and state authorities for three and four years, respectively, from the date of utilization of any net operating losses and tax credits. There are currently no pending income tax examinations in the U.S.. We currently have an Indian income tax examination in progress. Although the timing of the resolution of income tax examination is highly uncertain, we believe the final determination will not have a material impact to our financial position.
The Tax Cuts and Jobs Act of 2017 (“Tax Act”) includes a provision referred to as Global Intangible Low-Taxed Income (“GILTI”) which generally imposes a tax on foreign income in excess of a deemed return on tangible assets. Guidance issued by the Financial Accounting Standards Board in January 2018 allows companies to make an accounting policy election to either (i) account for GILTI as a component of tax expense in the period in which the tax is incurred (“period cost method”), or (ii) account for GILTI in the measurement of deferred taxes (“deferred method”). We elected to account for the tax effects of this provision using the period cost method.
On August 16, 2022, the U.S. government enacted the IRA, which established a new corporate alternative minimum tax based on financial statement income adjusted for certain items. The new minimum tax is effective for tax years beginning after December 31, 2022. The enactment of the IRA did not have a material impact on our tax expense for the years ended December 31, 2025 and 2024.
The OBBBA extended key provisions of the 2017 Tax Act and modified various federal clean energy tax provisions of the IRA. Under the OBBBA, fuel cell property is eligible for a 30% ITC for projects beginning construction after December 31, 2025 under Section 48E. We also retain the 30% ITC and additional 10% bonus credits for domestic content and energy communities for qualified fuel cell projects that properly utilize safe harbor equipment purchased in 2024, provided such equipment is placed in service by December 31, 2028. The OBBBA reinstituted accelerated depreciation for property purchased and placed in service after January 19, 2025, including fuel cell property that begins construction after December 31, 2026. The OBBBA also introduced “Foreign Entity of Concern” restrictions for Section 48E credits and restored expensing of domestic research expenditures for years beginning after December 31, 2024. The addition of the 30% ITC for fuel cell projects beginning construction after December 31, 2025 is expected to have a favorable impact on the continued adoption of our Energy Server systems and financial results.
The accumulated undistributed foreign earnings of the Company as of December 31, 2025, have been subject to either the deemed one-time mandatory repatriation under the Tax Act or the current year income inclusion under GILTI regime for U.S. tax purposes. If we were to make actual distributions of some or all of these earnings, including earnings accumulated after December 31, 2017, we would generally incur no additional U.S. income tax but could incur U.S. state income tax and foreign withholding taxes. We have not accrued for these potential U.S. state income tax and foreign withholding taxes because we intend to indefinitely reinvest our foreign earnings in our international operations.
v3.25.4
Net Loss per Share Available to Common Stockholders
 12 Months Ended
Dec. 31, 2025
Earnings Per Share [Abstract]  
Net Loss per Share Available to Common Stockholders Net Loss per Share Available to Common Stockholders
Net loss per share (basic) available to common stockholders is calculated by dividing net loss available to common stockholders by the weighted-average shares of common stock outstanding for the period. Net loss per share is the same for each class of common stock as they are entitled to the same liquidation and dividend rights. As a result, net loss per share (basic) and net loss per share (diluted) available to common stockholders are the same for both Class A and Class B common stock and are combined for presentation. On July 27, 2023, each share of our Class B common stock automatically converted into one share of our Class A common stock.
Net loss per share (diluted) is computed by using (i) the if-converted method when calculating the potentially dilutive effect, if any, of our convertible notes, and our redeemable convertible preferred stock, and (ii) the treasury stock method when calculating the potentially dilutive effect, if any, of our outstanding stock options and awards, and shares issued in conjunction with the Company’s ESPP. Net loss per share (diluted) available to common stockholders is then calculated by dividing the resulting adjusted net loss available to common stockholders by the combined weighted-average number of fully diluted common shares outstanding. There were no adjustments to net loss available to common stockholders (diluted). Equally, there were no adjustments to the weighted average number of outstanding shares of common stock (basic) in arriving at the weighted average number of outstanding shares (diluted), as such adjustments would have been antidilutive.
The following table sets forth the computation of our net loss per share available to common stockholders, basic and diluted (in thousands, except per share amounts):
Years Ended
December 31,
 202520242023
Numerator:
Net loss available to common stockholders
$(88,434)$(29,227)$(302,116)
Denominator:
Weighted average shares of common stock, basic and diluted240,402 227,365 212,681 
Net loss per share available to common stockholders, basic and diluted
$(0.37)$(0.13)$(1.42)
The following common stock equivalents were excluded from the computation of our net loss per share available to common stockholders, diluted, for the years presented as their inclusion would have been antidilutive (in thousands):
 Years Ended
December 31,
 202520242023
 
Convertible notes53,174 55,020 35,327 
Redeemable convertible preferred stock— — 9,795 
Stock options and awards16,199 6,325 4,011 
69,373 61,345 49,133 
v3.25.4
SK ecoplant Strategic Investment
 12 Months Ended
Dec. 31, 2025
Equity Method Investments and Joint Ventures [Abstract]  
SK ecoplant Strategic Investment Investments in Unconsolidated Affiliates
In August 2025, Bloom Energy concluded a transaction with Brookfield Asset Management (“Brookfield”) for a prospective financing framework structure (the “Financing Structure”) of up to $5.0 billion over five years for future Bloom Energy fuel cell projects that meet certain investment criteria and contractual criteria or are otherwise approved by Brookfield. The Financing Structure is housed in an AI Infrastructure Fund created by Brookfield (the “AI Fund”). Generally, Bloom fuel cell projects financed through the Financing Structure will be owned by the AI Fund under one of two categories of the Financing Structure. For each Bloom fuel cell project that has a term less than five years under the Financing Structure (Short Term AI Fund), Bloom Energy will contribute sufficient funds for a passive equity holding not to exceed 9.9%. For each Bloom fuel cell project that has a term greater than or equal to five years under the Financing Structure (Long Term AI Fund) Bloom Energy will contribute sufficient funds for a passive equity holding not to exceed the lesser of (i) 9.9% of the equity amount and (ii) 2% of the projected investment amount, and these projects that are five years or longer will entitle Bloom to a put right back
to the AI Fund at a set rate of return. For each category, the AI Fund and Bloom have agreed on target returns for projects, and Bloom Energy expects to receive its proportional distribution with respect to each project. Bloom Energy and Brookfield have also entered into a project under the Financing Structure but outside of Short Term AI Fund and Long Term AI Fund pursuant to which Bloom Energy contributed a passive equity investment of 15.0%, and the parties retain the ability to enter into other such JVs outside the AI Fund (the “Other JVs”).
The Financing Structure contains provisions that provide Brookfield (i) exclusivity over certain types of Bloom fuel cell projects, (ii) periodic review by Brookfield of Bloom’s fuel cell project pipeline and, consequently, (iii) a stand still arrangement restricting Brookfield and certain of its affiliates from owning and trading Bloom Energy stock.
We account for each investment in both the AI Fund JVs and the Other JVs (collectively, the “Fund JVs”) as an investment under the equity method of accounting in accordance with ASC 323. The AI Fund and Brookfield hold the remaining ownership interests and serve as the primary beneficiaries; accordingly, both the AI Fund JVs, whether the Short Term AI Fund or Long Term AI Fund, and the Other JVs are not consolidated by us. As of December 31, 2025, we hold equity interests in the following Fund JVs:

Bloom Equity Interest as of December 31, 2025
AI Fund JVs
Bolt US Class A JVCo LLC9.9%
Bolt US JVCo LLC9.9%
Other JVs
ORC HoldCo LLC15.0%
Our total capital commitment to the Fund JVs as of December 31, 2025 is $58.2 million. Capital contributions are made in tranches, pursuant to funding requests issued by the AI Fund or Brookfield, and are tied to specific project milestones and operational needs. From time to time, additional capital contributions may be required as funding requests (capital calls) are issued in accordance with the governing agreements. We do not provide, and are not required to provide, any liquidity support, guarantees, or other financial commitments to the Fund JVs beyond our contractually committed capital contributions.
Our maximum exposure to loss from the involvement with the Fund JVs was $45.7 million as of December 31, 2025. This amount consists of: (i) the carrying amount of our equity investments, totaling $10.0 million, (ii) remaining unfunded capital commitments of $21.7 million, and (iii) deferred profit related to sales to the Fund JVs of $14.0 million. The Fund JVs’ creditors do not have recourse to our general credit, and Bloom has not entered into any arrangements that would expose it to additional loss or require it to provide financial support to the Fund JVs.
The results of operations include our proportionate share of each Fund JV’s net earnings or loss, which are reported net of Fund JV’s income tax provisions and presented as a single line item, Equity in earnings (loss) of unconsolidated affiliates, in our consolidated statements of operations.
We record our share of profit from sales of our products to the Fund JVs as a reduction of equity in earnings (loss) of unconsolidated affiliates. This share of profit reduces the carrying amount of our investments in unconsolidated affiliates. To the extent the cumulative reduction of equity in earnings (loss) of unconsolidated affiliates exceed the investment’s carrying amount, the excess is presented as either Deferred profit in transactions with unconsolidated affiliates, or Accrued expenses and other current liabilities, based on the expected timing of realization. The deferred profit reverses (increasing equity in earnings (loss) of unconsolidated affiliates and restoring the investment balance) as profit is realized over the remaining useful life through depreciation of the underlying assets. As of December 31, 2025, the deferred profit balance was $13.9 million, all of which was classified as a noncurrent liability. During the year ended December 31, 2025, we recognized $40.4 million of equity‑method losses from unconsolidated affiliates, all of which related to intra‑entity profit from sale of assets eliminated in accordance with ASC 323. This eliminated profit will be recognized over the useful lives of the underlying assets as they are depreciated.
Changes in the investment balance for the year ended December 31, 2025, were as follows (in thousands):
Balances at December 31, 2024
$— 
Current period investment in unconsolidated affiliates
36,491 
Equity in loss of unconsolidated affiliates
(40,421)
Deferred profit in transactions with unconsolidated affiliates
13,928 
Accrued expenses and other current liabilities
39 
Balances at December 31, 2025
$10,037 
We record our share of the Fund JVs’ results of operations on a one-quarter reporting lag because the Fund JVs’ financial information is not available in sufficient time to apply the equity method as of Bloom’s reporting date. We believe that the use of this lag time is reasonable in the circumstances and does not materially affect the results of operations. Any material transactions or events occurring during the lag period that would significantly affect our consolidated financial position or results of operations are recognized in the current reporting period.
Management evaluates each investment in each of the Fund JVs for impairment in accordance with ASC 323. Through December 31, 2025, no indicators of impairment were identified related to the investments.
SK ecoplant Strategic Investment
In October 2021, we expanded our existing relationship with SK ecoplant. As part of this arrangement, we amended the previous Preferred Distribution Agreement (the “Restated PDA”) with SK ecoplant. The Restated PDA establishes SK ecoplant’s purchase commitments for our Energy Server systems for the three-year period on a take-or-pay basis as well as the basis for determining the prices at which the Energy Server systems and related components will be sold. In October 2021, we also entered into a new Commercial Cooperation Agreement (the “CCA”) regarding initiatives pertaining to the hydrogen market and general market expansion for our products.
In September 2023, and December 2023, we entered into the First and the Second Amendments to the Restated PDA, respectively (the “First Amended Restated PDA” and the “Second Amended Restated PDA”, respectively). The First Amended Restated PDA amends the delivery terms. The Second Amended Restated PDA extends the initial term of the Restated PDA to December 31, 2027, and increases SK ecoplant’s purchase commitments for Bloom Energy products.
The Second Amended Restated PDA adds a new minimum purchase commitment of 250 megawatts and extends the timing of delivery of the remaining take-or- pay commitment under the original agreement. For the four-year period from January 1, 2024, to December 31, 2027, the total purchase commitment under the Second Amended Restated PDA is 500 megawatts, including a re-commitment of 250 megawatts from the Restated PDA and an additional 250 megawatts commitment.
Under the Second Amended Restated PDA SK ecoplant can fulfill its volume commitments with both our Energy Server systems and the Electrolyzer and this enables SK ecoplant to pursue opportunities globally outside of the Republic of Korea. The purchase commitments are expressed on a quarterly and annual basis. Should SK ecoplant fail to meet these purchase commitments, this would constitute an event of default and we would be entitled to damages equivalent to the lost profit.
The Initial Investment
In October 2021, we entered into the SPA pursuant to which we agreed to sell and issue to SK ecoplant 10,000,000 shares of Series A RCPS at a purchase price of $25.50 per share for an aggregate purchase price of $255.0 million. On December 29, 2021, the closing of the sale of the Series A RCPS was completed, and we issued 10,000,000 shares of the Series A RCPS (the “Initial Investment”).
In addition to the Initial Investment, the SPA provided SK ecoplant with an option to acquire a variable number of shares of Class A common stock (the “Option”). According to the SPA, SK ecoplant was entitled to exercise the Option through August 31, 2023, and the transaction must have been completed by November 30, 2023. We concluded that the Option was a freestanding financial instrument and was separately recorded at fair value on the date the SPA was executed.
On August 10, 2022, pursuant to the SPA, SK ecoplant notified us of its intent to exercise its option to purchase additional shares of our Class A common stock, pursuant to a Second Tranche Exercise Notice (as defined in the SPA) electing to purchase 13,491,701 shares at a purchase price of $23.05 per share. Upon the receipt of the notice from SK ecoplant the Option met the criteria of equity award and was classified as a forward contract in Additional paid-in capital.
On November 8, 2022, each share of the Series A RCPS was converted into 10,000,000 shares of Class A common
stock.
On December 6, 2022, SK and Bloom mutually agreed to delay the Second Tranche Closing until March 31, 2023. The mutual agreement to modify the closing date did not change the accounting or valuation of the equity-classified forward recorded.
The Second Tranche Closing
On March 20, 2023, SK ecoplant entered into an amendment of the SPA (the “Amended SPA”) with us, pursuant to which on March 23, 2023, we issued and sold to SK ecoplant 13,491,701 shares of non-voting Series B RCPS, par value $0.0001 per share, at a purchase price of $23.05 per share for cash proceeds of $311.0 million, excluding issuance cost of $0.5 million.
The Amended SPA triggered the modification of the equity-classified forward contract on Class A common stock, which resulted in the derecognition of the pre-modified fair value of the forward contract given to SK ecoplant of $76.2 million. We valued the forward contract as the difference between our Class A common stock trading price adjusted by a discount for lack of marketability (“DLOM”) as of the date of Amended SPA (the “Valuation Date”) and the present value of the strike price, with further reduction associated with the expected outcome of the Second Tranche Closing. The derecognition of the pre-modified fair value was recorded in Additional paid-in capital in our consolidated balance sheets as of December 31, 2025 and 2024.
The Series B RCPS was accounted for as a stock award with liability and equity components. The liability component of the Series B RCPS was recognized at the redemption value of $311.0 million, less issuance costs of $0.5 million, and was recorded in current liabilities in our consolidated balance sheets as of March 31, 2023. The equity component of the Series B RCPS (the “Conversion Option”) was valued as a European-type call option under the guidance of ASC 718 by applying the Black-Scholes valuation model using inputs of the strike price, maturity, risk-free rate, and volatility. In addition, DLOM was applied to the Class A common stock price. The Conversion Option was recognized at its fair value of $16.1 million on March 20, 2023, and recorded in Additional paid-in capital in our consolidated balance sheets as of December 31, 2025 and 2024.
On March 20, 2023, in connection with the Amended SPA we also entered into a Shareholders’ Loan Agreement with SK ecoplant (the “Loan Agreement”), pursuant to which we had the option to draw on a loan from SK ecoplant with a maximum principal amount of $311.0 million, a maturity of five years and an interest rate of 4.6%, should SK ecoplant have sent a redemption notice to us under the Amended SPA (i.e., loan commitment asset). We concluded that the loan commitment was a freestanding financial instrument as of the Valuation Date, as such its fair value was based on the difference between the present value of cash flows associated with a loan with a market-participant based interest rate (i.e., the rate for which the value of the hypothetical loan agreement equals the face value of the Loan Agreement) and the cash flows associated with the loan committed to by SK ecoplant, and applied a redemption probability to the difference. The Series B RCPS redemption probability was obtained from a lattice model used to value the Series B preferred stock. As of September 23, 2023, the loan commitment asset from SK ecoplant was derecognized as a result of automatic conversion of all shares of the Series B RCPS into shares of our Class A common stock.
The Amended SPA and the Loan Agreement provided us with cash proceeds of $311.0 million and a loan commitment asset of $52.8 million from SK ecoplant for total consideration of $363.8 million. In return, SK ecoplant received consideration of $403.3 million, consisting of the release from the obligation to close on the original transaction fair valued at $76.2 million, the obligation from us to issue the Series B RCPS at redemption value of $311.0 million, and the option to convert the Series B RCPS to Class A common stock, which had an estimated fair value of $16.1 million. The excess consideration provided by us amounted to $39.5 million, which resulted in a reduction of our deferred revenue and customer deposits by $24.6 million related to the Initial Investment, as of March 31, 2023. The net excess consideration of $14.9 million was recognized as $8.2 million in Prepaid expenses and other current assets and $6.7 million was classified as Other long-term assets in our consolidated balance sheets as of March 31, 2023. The deferred expense is recognized as contra-revenue based on the remaining purchase commitments under the Second Amended Restated PDA. During the years ended December 31, 2025 and 2024, the deferred expense recognized as contra-revenue was $0.3 million and $4.9 million, respectively. As a result, as of December 31, 2025 and 2024, we recognized the net excess consideration of $9.7 million and $10.0 million, of which $1.6 million and $1.2 million were classified as Prepaid expenses and other current assets and $8.1 million and $8.8 million was classified as Other long-term assets, in our consolidated balance sheets, respectively.
On September 23, 2023, all 13,491,701 shares of the Series B RCPS were automatically converted into shares of our Class A common stock pursuant to the Certificate of Designation, dated as of March 20, 2023, setting forth the rights,
preferences, privileges, and restrictions of the Series B RCPS, as amended by the Certificate of Amendment to the Certificate of Designation, dated as of April 18, 2023. As a result of the conversion: (i) the liability component of the Series B RCPS $310.5 million was reclassified to Additional paid-in capital, less par value of the issued 13,491,701 shares of our Class A common stock, and (ii) the loan commitment asset was recorded at its fair value of $52.8 million, of which $5.3 million was classified as current and $47.5 million was classified as non-current in our consolidated balance sheets, and was expensed immediately and recognized in interest expense in our consolidated statements of operations for the year ended December 31, 2023.
Upon conversion of all Series B RCPS into shares of our Class A common stock, SK ecoplant became a related party. However, on July 10, 2025, when SK ecoplant sold 10,000,000 shares of our Class A common stock issued by us as a result of the Initial Investment, SK ecoplant’s ownership interest in Bloom decreased to 5.8%, and, accordingly, effective as of that date, SK ecoplant was no longer a related party. For additional information, please see Note 12—Related Party Transactions in this Annual Report on Form 10-K.
v3.25.4
Subsequent Events
 12 Months Ended
Dec. 31, 2025
Subsequent Events [Abstract]  
Subsequent Events Subsequent Events
There have been no material subsequent events that occurred during the period subsequent to the date of these consolidated financial statements that would require adjustment to our disclosure in the consolidated financial statements as presented.
v3.25.4
Insider Trading Arrangements
 3 Months Ended 12 Months Ended
Dec. 31, 2025
shares
Dec. 31, 2025
shares
Trading Arrangements, by Individual    
Non-Rule 10b5-1 Arrangement Adopted false  
Non-Rule 10b5-1 Arrangement Terminated false  
Aman Joshi [Member]    
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement  
On November 26, 2025, Aman Joshi, our Chief Commercial Officer, terminated a Rule 10b5-1 trading arrangement which was adopted on August 27, 2025, with an expiration date of August 31, 2026 (or such earlier date upon which all transactions contemplated thereunder were completed) for the sale of up to 113,662 shares of common stock of the Company, subject to certain conditions. Afterward, on November 26, 2025, Mr. Joshi adopted a Rule 10b5-1 trading arrangement with an expiration date of November 28, 2027 (or such earlier date upon which all transactions are completed), for the sale of up to 158,806 shares of common stock of the Company, subject to certain conditions.
Name Aman Joshi  
Title Chief Commercial Officer  
Rule 10b5-1 Arrangement Terminated true  
Termination Date November 26, 2025  
Expiration Date August 31, 2026  
Aggregate Available 113,662 113,662
Shawn Soderberg [Member]    
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement  
On November 26, 2025, Shawn Soderberg, our Chief Legal Officer and Corporate Secretary, adopted a Rule 10b5-1 trading arrangement with an expiration date of February 26, 2027 (or such earlier date upon which all transactions contemplated thereunder are completed) for the (1) potential exercise of vested stock options and the associated sale of up to 20,000 shares of common stock of the Company and (2) sale of up to 185,000 shares of common stock of the Company, in each case, subject to certain conditions.
Name Shawn Soderberg  
Title Chief Legal Officer and Corporate Secretary  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date November 26, 2025  
Expiration Date February 26, 2027  
Arrangement Duration 457 days  
Aggregate Available 185,000 185,000
KR Sridhar [Member]    
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement  
On November 26, 2025, KR Sridhar, our Chief Executive Officer, terminated a Rule 10b5-1 trading arrangement which was adopted on November 30, 2024, with an expiration date of August 31, 2027 (or such earlier date upon which all transactions contemplated thereunder are completed) for the sale of up to 375,000 shares of common stock of the Company, subject to certain conditions.
Name KR Sridhar  
Title Chief Executive Officer  
Rule 10b5-1 Arrangement Terminated true  
Termination Date November 26, 2025  
Expiration Date August 31, 2027  
Aggregate Available 375,000 375,000
Satish Chitoori [Member]    
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement  
On November 28, 2025, Satish Chitoori, our Chief Operations Officer, adopted a Rule 10b5-1 trading arrangement with
an expiration date of November 30, 2026 (or such earlier date upon which all transactions contemplated thereunder are completed) for the sale of up to 70,396 shares of common stock of the Company, subject to certain conditions.
Name Satish Chitoori  
Title Chief Operations Officer  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date November 28, 2025  
Expiration Date November 30, 2026  
Arrangement Duration 367 days  
Aggregate Available 70,396 70,396
Mr. Joshi Adopted Rule Trading Arrangement, Common Stock [Member] | Aman Joshi [Member]    
Trading Arrangements, by Individual    
Name Mr. Joshi  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date November 26, 2025  
Expiration Date November 28, 2027  
Arrangement Duration 732 days  
Aggregate Available 158,806 158,806
Mr. Shawn Soderberg Adopted Rule Trading Arrangement, Vested Stock Option [Member] | Shawn Soderberg [Member]    
Trading Arrangements, by Individual    
Aggregate Available 20,000 20,000
v3.25.4
Insider Trading Policies and Procedures
 12 Months Ended
Dec. 31, 2025
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true
v3.25.4
Cybersecurity Risk Management and Strategy Disclosure
 12 Months Ended
Dec. 31, 2025
Cybersecurity Risk Management, Strategy, and Governance [Line Items]  
Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block]
Cybersecurity Risk Management and Strategy
We have developed and implemented a cybersecurity risk management program designed to assess, identify, and manage risks from potential unauthorized occurrences on or through our information technology systems that may result in adverse
effects on the confidentiality, integrity, or availability of our information technology systems or any information residing therein. Our cybersecurity risk management program includes a cybersecurity incident response plan.
We design and assess our program based on the Center for Internet Security (“CIS”) 18 Framework. This does not imply that we meet any particular technical standards, specifications, or requirements, only that we use the CIS 18 Framework as a guide to help us identify, assess, and manage cybersecurity risks relevant to our business.
Our cybersecurity risk management program is integrated into our overall enterprise risk management program, and shares common methodologies, reporting channels and governance processes that apply across the enterprise risk management program to other legal, compliance, strategic, operational, and financial risk areas.
Our cybersecurity risk management program includes:
•Periodic risk assessments designed to help identify material cybersecurity risks to our critical systems, information, products, services, and our broader enterprise IT environment.
•A security team principally responsible for managing our cybersecurity risk assessment processes, security controls, and response to cybersecurity incidents, led by our Chief Information Security Officer.
•The use of external service providers, where appropriate, to assess, test, or otherwise assist with aspects of our security controls.
•Our Internal Audit department, which monitors certain IT systems controls that are integrated into our larger Sarbanes-Oxley control environment.
•Periodic cybersecurity awareness training for our employees and contractors with access to our information technology systems.
•A cybersecurity incident response plan that includes procedures for responding to cybersecurity incidents, including incidents that could be indicators of attack against availability, integrity and confidentiality of information systems.
•A third-party risk management process for service providers, suppliers, and vendors that includes examining their security postures and assessing their data and system protection controls.
Cybersecurity Risk Management Processes Integrated [Flag] true
Cybersecurity Risk Management Processes Integrated [Text Block]
We have developed and implemented a cybersecurity risk management program designed to assess, identify, and manage risks from potential unauthorized occurrences on or through our information technology systems that may result in adverse
effects on the confidentiality, integrity, or availability of our information technology systems or any information residing therein. Our cybersecurity risk management program includes a cybersecurity incident response plan.
We design and assess our program based on the Center for Internet Security (“CIS”) 18 Framework. This does not imply that we meet any particular technical standards, specifications, or requirements, only that we use the CIS 18 Framework as a guide to help us identify, assess, and manage cybersecurity risks relevant to our business.
Our cybersecurity risk management program is integrated into our overall enterprise risk management program, and shares common methodologies, reporting channels and governance processes that apply across the enterprise risk management program to other legal, compliance, strategic, operational, and financial risk areas.
Cybersecurity Risk Management Third Party Engaged [Flag] true
Cybersecurity Risk Third Party Oversight and Identification Processes [Flag] true
Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag] false
Cybersecurity Risk Board of Directors Oversight [Text Block]
Our Board considers cybersecurity risk as part of its risk oversight function and has delegated to the Audit Committee oversight of cybersecurity and other information technology risks. The Audit Committee oversees management’s implementation of our cybersecurity risk management program. The Board receives periodic reports from the Audit Committee and management on these and other activities. The Audit Committee receives periodic reports from management on our cybersecurity risks, including presentations from our Chief Information Security Officer, internal security staff, and external experts. This includes updates to the Audit Committee, as appropriate, regarding any significant cybersecurity incidents, or multiple incidents that could be significant in the aggregate. These updates may occur in between regularly scheduled Audit Committee meetings.
Cybersecurity Risk Board Committee or Subcommittee Responsible for Oversight [Text Block] The Audit Committee receives periodic reports from management on our cybersecurity risks, including presentations from our Chief Information Security Officer, internal security staff, and external experts.
Cybersecurity Risk Process for Informing Board Committee or Subcommittee Responsible for Oversight [Text Block] The Board receives periodic reports from the Audit Committee and management on these and other activities. The Audit Committee receives periodic reports from management on our cybersecurity risks, including presentations from our Chief Information Security Officer, internal security staff, and external experts. This includes updates to the Audit Committee, as appropriate, regarding any significant cybersecurity incidents, or multiple incidents that could be significant in the aggregate. These updates may occur in between regularly scheduled Audit Committee meetings.
Cybersecurity Risk Role of Management [Text Block]
At the management level, the Enterprise and Risk Management Committee (the “ERM Committee”) discusses cybersecurity topics, including any potentially material cybersecurity incidents, as part of its oversight of the Company’s significant risks. Our Chief Information Security Officer, collaborating with the broader management team, is responsible for assessing and managing our material risks from cybersecurity threats. The team has primary responsibility for our overall cybersecurity risk management program and supervises both our internal cybersecurity personnel and our retained external cybersecurity consultants.
Our management team supervises efforts to prevent, detect, mitigate, and remediate cybersecurity risks and incidents through various means, including:
•periodic briefings from internal security personnel;
•periodic reviews of risk management measures implemented to prevent, detect, mitigate, and remediate cybersecurity risks and incidents, including our incident response plan;
•threat intelligence and other information obtained from governmental, public or private sources, including external consultants engaged by us; and
•alerts and periodic reports produced by security tools deployed in our IT environment.
Our Chief Information Security Officer has more than 20 years of cybersecurity, information technology and engineering experience and he has served as the Chief Information Security Officer for multiple technology companies. Similarly, the members of the ERM Committee possess significant risk management experience obtained by their collective years of experience at Bloom and other companies of similar or greater complexity.
Cybersecurity Risk Management Positions or Committees Responsible [Flag] true
Cybersecurity Risk Management Positions or Committees Responsible [Text Block] The Audit Committee receives periodic reports from management on our cybersecurity risks, including presentations from our Chief Information Security Officer, internal security staff, and external experts. This includes updates to the Audit Committee, as appropriate, regarding any significant cybersecurity incidents, or multiple incidents that could be significant in the aggregate. These updates may occur in between regularly scheduled Audit Committee meetings.
At the management level, the Enterprise and Risk Management Committee (the “ERM Committee”) discusses cybersecurity topics, including any potentially material cybersecurity incidents, as part of its oversight of the Company’s significant risks. Our Chief Information Security Officer, collaborating with the broader management team, is responsible for assessing and managing our material risks from cybersecurity threats. The team has primary responsibility for our overall cybersecurity risk management program and supervises both our internal cybersecurity personnel and our retained external cybersecurity consultants.
Our management team supervises efforts to prevent, detect, mitigate, and remediate cybersecurity risks and incidents through various means, including:
•periodic briefings from internal security personnel;
•periodic reviews of risk management measures implemented to prevent, detect, mitigate, and remediate cybersecurity risks and incidents, including our incident response plan;
•threat intelligence and other information obtained from governmental, public or private sources, including external consultants engaged by us; and
•alerts and periodic reports produced by security tools deployed in our IT environment.
Our Chief Information Security Officer has more than 20 years of cybersecurity, information technology and engineering experience and he has served as the Chief Information Security Officer for multiple technology companies. Similarly, the members of the ERM Committee possess significant risk management experience obtained by their collective years of experience at Bloom and other companies of similar or greater complexity.
Cybersecurity Risk Management Expertise of Management Responsible [Text Block]
Our Chief Information Security Officer has more than 20 years of cybersecurity, information technology and engineering experience and he has served as the Chief Information Security Officer for multiple technology companies. Similarly, the members of the ERM Committee possess significant risk management experience obtained by their collective years of experience at Bloom and other companies of similar or greater complexity.
Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block] The Audit Committee oversees management’s implementation of our cybersecurity risk management program. The Board receives periodic reports from the Audit Committee and management on these and other activities. The Audit Committee receives periodic reports from management on our cybersecurity risks, including presentations from our Chief Information Security Officer, internal security staff, and external experts. This includes updates to the Audit Committee, as appropriate, regarding any significant cybersecurity incidents, or multiple incidents that could be significant in the aggregate. These updates may occur in between regularly scheduled Audit Committee meetings.
Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag] true
v3.25.4
Summary of Significant Accounting Policies (Policies)
 12 Months Ended
Dec. 31, 2025
Accounting Policies [Abstract]  
Basis of Presentation
Basis of Presentation
We have prepared the consolidated financial statements included herein pursuant to the rules and regulations of the U. S. Securities and Exchange Commission (“SEC”), and as permitted by those rules, including all disclosures required by generally accepted accounting principles as applied in the U.S. (“U.S. GAAP”). Certain prior period amounts have been reclassified to conform to the current period presentation.
Principles of Consolidation
Principles of Consolidation
These consolidated financial statements reflect our accounts and operations and those of our subsidiaries in which we have a controlling financial interest. We use a qualitative approach in assessing the consolidation requirement for our variable interest entities (“VIEs”), which we refer to as a tax equity partnership (2015 ESA Project Company, LLC, also referred to as our power purchase agreement (i.e., PPA), or the “PPA Entity”, “PPA V”), a joint venture in the Republic of Korea (the “Korean JV”), and the Fund JVs (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K). This approach focuses on determining whether we have the power to direct those activities of the PPA Entity, the Korean JV, and the Fund JVs that most significantly affect their economic performance and whether we have the obligation to absorb losses, or the right to receive benefits, which could potentially be significant to the PPA Entity, the Korean JV, and the Fund JVs. We have concluded that we are the primary beneficiary of the Korean JV for all periods presented and were the primary beneficiary for the PPA Entity until August 2023, when it was sold as a result of the repowering of the Energy Server systems. We are not the primary beneficiary of any of the Fund JVs, and we account for our interests in those entities under the equity method of accounting. We continuously assess our relationships with the Korean JV and the Fund JVs to determine whether we are, or are not, the primary beneficiary. All intercompany transactions and balances have been eliminated upon consolidation.
The sale of an operating company with a portfolio of the PPAs in which we do not have an equity interest is called a “Third-Party PPA.” We have determined that, although these entities are VIEs, we do not have the power to direct those activities of the Third-Party PPAs that most significantly affect their economic performance. We also do not have the obligation to absorb losses, or the right to receive benefits, which could potentially be significant to the Third-Party PPAs. Because we are not the primary beneficiary of these activities, we do not consolidate Third-Party PPAs.
Use of Estimates
Use of Estimates
The preparation of consolidated financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and the accompanying notes. The most significant estimates include (i) the determination of the stand-alone selling price, (ii) valuation of financial instruments associated with the Amended Securities Purchase Agreement (the “SPA”) with SK ecoplant Co., Ltd. (“SK ecoplant”, formerly known as SK Engineering & Construction Co., Ltd.), (iii) modification of performance-based stock unit awards, (iv) the assessment of the realizability of deferred tax assets, including the need for a valuation allowance, evaluation of uncertain tax positions, and estimates related to future taxable income and tax-planning strategies, (v) inventory valuation, specifically excess and obsolescence provisions for obsolete or unsellable inventory, (vi) valuation of share-based consideration payable to customer’s customer, and (vii) in relation to property, plant and equipment (specifically Energy Server systems), assumptions relating to economic useful lives and impairment assessments.
Other accounting estimates include variable consideration relating to product performance guaranties, lease and non-lease components and related financing obligations such as incremental borrowing rates, estimated output, efficiency and residual value of our products, product performance warranties and guaranties and extended maintenance, derivative valuations, estimates relating to contractual indemnities provisions, stock-based compensation expense, and financing obligation allocations in managed service transactions. In addition, certain of such estimates could require further judgment or modification and therefore carry a higher degree of variability and volatility. Actual results could differ materially from these estimates under different assumptions and conditions.
Revenue Recognition
Revenue Recognition
We primarily earn product and installation revenue from the sale and installation of our Energy Server systems and other products, service revenue by providing services under operations and maintenance services contracts, and electricity revenue by
selling electricity to customers under PPAs and Managed Services Agreements. We offer our customers several ways to finance their use of our Energy Server systems. Customers, including some of our international channel providers and the Third-Party PPAs, may choose to purchase our Energy Server systems outright. Customers may also enter into contracts with us for the purchase of electricity generated by our Energy Server systems (i.e., Managed Services Agreements), which is then financed through one of our financing partners (i.e., Managed Services Financings). Finally, prior to its sale in August 2023, customers were able to purchase electricity through our PPA Entity (i.e., Portfolio Financings).
Revenue Recognition under ASC 606, Revenue from Contracts with Customers
In applying Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers revenue is recognized by following a five-step process:
1.Identify the contract(s) with a customer. Evidence of a contract generally consists of an agreement, or a purchase order issued pursuant to the terms and conditions of a distributor, reseller, purchase, use and maintenance agreement, maintenance services agreements or energy supply agreement.
2.Identify the performance obligations in the contract. Performance obligations are identified in our contracts and primarily include transferring control of our products, installation of the Energy Server systems, providing maintenance services and maintenance services renewal options which, in certain situations, provide customers with material rights.
3.Determine the transaction price. The purchase price stated in an agreed-upon purchase order or contract is generally representative of the transaction price. When determining the transaction price, we consider the effects of any variable consideration, which include performance guarantees that may be payable to our customers. In fiscal years 2023 through 2025, certain contracts included price adjustments related to the domestic content bonus tax credit under the IRA. These adjustments were evaluated as variable consideration, and we estimated the amount using the most likely amount method based on our assessment of meeting the domestic content criteria.
4.Allocate the transaction price to the performance obligations in the contract. The transaction price in a contract is allocated based upon the relative standalone selling price of each distinct performance obligation identified in the contract.
5.Recognize revenue when (or as) we satisfy a performance obligation. We satisfy performance obligations either over time or at a point in time as discussed in further detail below. Revenue is recognized at the time the related performance obligation is satisfied by transferring control of the promised products or services to a customer. Revenue related to price adjustments under the IRA domestic content bonus tax credit, treated as variable consideration, is recognized when the associated performance obligations are satisfied, subject to the constraint that the amount recognized is not probable of a significant revenue reversal.
We sometimes combine contracts governing the sale and installation of our Energy Server systems with the related non-cancelable maintenance services contracts and account for them as a single contract at contract inception to the extent the contracts are with the same customer. These contracts are not combined when the customer for the sale and installation of the Energy Server systems is different to the maintenance services contract customer. We also assess whether any contract terms including default provisions, put or call options result in components of our contracts being accounted for as financing or leasing transactions outside of the scope of ASC 606.
Most of our contracts contain performance obligations with a combination of our products, installation and maintenance services. For these performance obligations, we allocate the total transaction price to each distinct performance obligation based on the relative standalone selling price. Our maintenance services contracts are typically subject to renewal by customers on an annual basis. We assess these maintenance services renewal options at contract inception to determine whether they provide customers with material rights that give rise to separate performance obligations.
The total transaction price is determined based on the total consideration specified in the contract, including variable consideration in the form of (i) contract price adjustments related to (a) the domestic content bonus tax credit under the IRA, (b) project delays, (c) liquidated damages, etc., and (ii) a performance guaranty payment that represents potential amounts payable to customers. Variable consideration related to contract price adjustments is estimated using the most likely amount method based on our assessment of meeting the domestic content criteria. The expected value method is generally used when estimating variable consideration related to a performance guaranty payment, which typically reduces the total transaction price due to the nature of the performance obligations to which the variable consideration relates. These estimates reflect our historical experience and current contractual requirements which cap the maximum amount that may be paid. The expected value method requires judgment and considers multiple factors that may vary over time depending upon the unique facts and
circumstances related to each performance obligation. Depending on the facts and circumstances, a change in variable consideration estimate will either be accounted for at the contract level or using the portfolio method.
We exclude from the transaction price all taxes assessed by governmental authorities that are both (i) imposed on and concurrent with a specific revenue-producing transaction and (ii) collected from customers. Accordingly, such tax amounts are not included as a component of net sales or cost of sales and are instead recorded as sales tax payable. Property taxes are recorded in the cost of electricity revenue.
We allocate the transaction price to each distinct performance obligation based on relative stand-alone selling prices. Given that we typically sell our products together with the related installation and maintenance services, standalone selling prices are not directly observable. We estimate standalone selling prices by using a cost-plus approach. Costs relating to our products include all direct and indirect manufacturing costs, applicable overhead costs and costs for normal production inefficiencies (i.e., variances). We then apply a margin to our products based on our Company’s pricing strategy. As our business offerings evolve over time, we may be required to modify the expected margin in subsequent periods and our revenue could be materially affected. Costs relating to installation include all direct and indirect installation costs. The margin we apply reflects our profit objectives relating to installation. Costs for maintenance services arrangements are estimated over the life of the maintenance contracts and include estimated future material costs and non-material costs. Material costs over the period of the service arrangement are impacted significantly by the longevity of the fuel cells themselves. We apply a lower margin to our total service costs than to our products as it best reflects our long-term service margin expectations and comparable historical industry service margins.
We recognize product revenue at a point in time when our customers obtain control of our products. Control of the installations is transferred to the customers over time, and the related revenue is recognized over time as the performance obligation is satisfied using the cost-to-cost (percentage-of-completion) method. We use an input measure of progress to determine the amount of revenue to be recognized during each reporting period. We recognize maintenance services revenue, including revenue associated with any related customer material rights, over time as we perform service maintenance activities.
Amounts billed to our customers for shipping and handling activities are considered contract fulfillment activities and not a separate performance obligation of the contract. Shipping and handling costs are recorded within the cost of revenue.
The following is a description of the principal activities from which we generate revenue. Our four revenue streams are classified as follows:
Product Revenue—All of our product revenue is generated from the sale of our products to direct purchase customers, including financing partners on the Third-Party PPAs and sale-and-leaseback transactions, and international channel providers. We generally recognize product revenue from contracts with customers at the point that control is transferred to the customers. This occurs when we achieve customer acceptance, which depending on the contract terms includes: (i) when the product is shipped and delivered to our customers, (ii) when the product is shipped and delivered and is physically ready for startup and commissioning (i.e., Mechanical Completion), or (iii) when the product is shipped and delivered and is turned on and operational (i.e., Commencement of Operations or “COO”), if required.
Under our traditional lease financing option, we sell our Energy Server systems through a direct sale to a financing partner who, in turn, leases the Energy Server systems to the customer under a lease agreement. With our sales to our international channel providers, our international channel providers typically sell the Energy Server systems to, or sometimes provide a PPA to, an end customer. In both traditional lease and international channel providers’ transactions, we contract directly with the end customer to provide extended maintenance services after the end of the standard warranty period. As a result, since the customer that purchases the server is a different and unrelated party to the customer that purchases extended warranty services, the product and maintenance services contract are not combined.
Installation Revenue—Nearly all of our installation revenue relates to the installation of the Energy Server systems sold to the customers as part of a direct purchase and to financing parties as part of a traditional lease or Portfolio Financings. We recognize installation revenue over time as control of the installation services transfers to the customer. We measure progress toward completion using an input method based on installation costs incurred relative to total estimated costs, and recognize revenue during each reporting period in proportion to the costs incurred to satisfy the performance obligation.
Billing to customers are recorded within deferred revenue when related to performance obligations that have not yet been satisfied, and within customer deposits if payments are refundable. Payments received from customers are recorded within deferred revenue when related to performance obligations that have not yet been satisfied, and within customer deposits when they represent advance payments prior to contract commencement. The related cost of such product and installation is also
deferred as a component of deferred cost of revenue in the consolidated balance sheets. These amounts remain on the consolidated balance sheets until control of product and installation is transferred to the customer.
Service Revenue—Service revenue is generated from operations and maintenance agreements (“O&M Agreements”). As part of the first year of O&M services, we also monitor the operations of the underlying products and provide output and efficiency warranties and guaranties. We have determined that this standard first-year O&M services (including the warranties and guaranties) is a distinct performance obligation—being a promise to stand-ready to maintain our products when and if required during the first year following installation. We also sell to our customers extended annual maintenance services that effectively extend the standard first-year warranty coverage at the customer’s option. These customers generally have an option to renew or cancel the extended maintenance services on an annual basis and nearly every customer has renewed historically. Similar to the standard first-year O&M services, the optional extended annual maintenance services are considered a distinct performance obligation—being a promise to stand-ready to maintain the products when and if required during the renewal service year.
Given our customers’ renewal history, we anticipate that most of them will continue to renew their maintenance services agreements each year for the period of their expected use of the products. The contractual renewal price may be less than the stand-alone selling price of the maintenance services and consequently the contract renewal option may provide the customer with a material right. We estimate the standalone selling price for customer renewal options that give rise to material rights using the practical alternative by reference to optional maintenance services renewal periods expected to be provided and the corresponding expected consideration for these services. This reflects the fact that our additional performance obligations in any contractual renewal period are consistent with the services provided under the standard first-year warranty. Where we have determined that the customers have material rights as a result of their contract renewal option, we recognize that portion of the transaction price allocated to the material rights over the period in which such rights are exercised.
Payments from customers for the extended maintenance contracts are generally received at the beginning of each service year. Accordingly, the customer payment received is recorded as a customer deposit and revenue is recognized over the related service period as the services are performed.
Electricity Revenue—In certain Managed Services Financings pursuant to which we are party to a Managed Services Agreement with a customer in a sale-leaseback-sublease arrangement, we may recognize electricity revenue. We first determine whether the Energy Server systems under the sale-and-leaseback arrangement of a Managed Services Financing were “integral equipment.” As the Energy Server systems were determined not to be integral equipment, we determined if the leaseback was classified as a financing lease or an operating lease.
Starting in the second half of fiscal year 2021, we completed several successful sale-and-leaseback transactions in which we transferred control of the Energy Server system to the financier and leased it back as an operating lease to provide electricity to the end customer.
In order for the transaction to meet the criteria for successful sale-and-leaseback accounting, control of the Energy Server systems must transfer to the financier, which requires, among other criteria, the leaseback to meet the criteria for an operating lease in accordance with ASC 842, Leases (“ASC 842”). Accordingly, for such transactions where control transfers and the leaseback is classified as an operating lease, the proceeds from the sale to the financier are recognized as revenue based on the fair value of the Energy Server systems sold and are allocated between product revenue and installation revenue based on the relative standalone selling prices.
We recognize an operating lease liability for the Energy Server systems leaseback obligation based on the present value of the future payments to the financier that are attributed to the Energy Server systems leaseback using our incremental borrowing rate (“IBR”). We also record an operating lease right-of-use asset, which is amortized over the term of the leaseback, and is included as a cost of electricity revenue on the consolidated statements of operations.
For certain sale-and-leaseback transactions, we receive proceeds from the financier in excess of the fair value of the Energy Server systems in order to finance our ongoing costs associated with the operation of the Energy Server systems during the term of the end customer agreement to provide electricity. Such proceeds are recognized as financing obligations.
We allocate payments we are obligated to make under the leaseback agreement with the financier between the operating lease liability and the financing obligation based on the proportion of the financing obligation to the total proceeds to be received.
In addition to Managed Services Financings, before the sale in August 2023 of our last consolidated PPA Entity, we were
selling electricity produced by Energy Server systems owned directly by us. This PPA Entity purchased the Energy Server systems from us and sold electricity produced by these systems to customers through long-term PPAs. Customers were required to purchase all of the electricity produced by those Energy Server systems at agreed-upon rates over the course of the PPAs’ contractual term.
We recognize revenue from the satisfaction of performance obligations under our PPAs and Managed Services Financings to provide electricity to our end customers as the electricity is provided over the term of the agreement in the amount invoiced, which reflects the amount of consideration to which we have the right to invoice, and which corresponds to the value transferred under such arrangements.
Share-Based Consideration Payable to Customer or Customer’s Customer
We may provide share‑based consideration (e.g., warrants) to customers or to other parties that purchase our products from our customers. Such amounts are accounted for as consideration payable to a customer and reduce revenue unless the consideration is for a distinct good or service at fair value. We measure and classify share‑based consideration under 718, Compensation—Stock Compensation (“ASC 718”). If a grant date has not been established, we estimate fair value at each reporting date and update the transaction price on a cumulative catch‑up basis until a grant date occurs. Once grant date established, equity‑classified awards are not remeasured and amounts are recorded in Additional paid-in capital. Revenue is reduced at the later of (i) when we recognize revenue for the related goods or services or (ii) when we promise the consideration. For details refer to Note 3—Revenue Recognition, section Commitment to Issue Share-Based Consideration Payable to Customer’s Customer in this Annual Report on Form 10-K.
Modifications
Contract modifications are accounted for as separate contracts if the additional products and services are distinct and priced at stand-alone selling prices. If the additional products and services are distinct, but not priced at standalone selling prices, the modification is treated as a termination of the existing contract and the creation of a new contract. If the additional products and services are not distinct within the context of the contract, the modification is combined with the original contract and either an increase or decrease in revenue is recognized on the modification date.
Deferred Revenue
We record a contract liability (presented as deferred revenue in our consolidated financial statements, excluding customer deposits) when we receive payment from a customer before the related products or services have been delivered. This liability is reduced, and revenue is recognized, as we satisfy the underlying performance obligations. The related costs are deferred as a component of deferred cost of revenue in the consolidated balance sheets. Prior to shipment of the product or the commencement of performance of maintenance services, any prepayment made by the customer is recorded as a customer deposit. Deferred revenue related to material rights for options to renew are recognized in revenue over the maintenance services period.
A description of the principal activities from which we recognize the cost of revenues associated with each of our revenue streams are classified as follows:
Cost of Product Revenue—Cost of product revenue consists of costs of our products that we sell to direct purchase, including financing partners on the Third-Party PPAs, international channel providers and traditional lease customers. It includes costs paid to our materials suppliers, direct labor, manufacturing and other overhead costs, shipping costs, provisions for excess and obsolete inventory and the depreciation costs of our equipment. For the Energy Server systems sold to customers pending installation, we provide warranty reserves as a part of product costs for the period from transfer of control of the Energy Server systems to the earlier of one year or Commencement of Operations.
Cost of Installation Revenue—Cost of installation revenue primarily consists of the costs to install our Energy Server systems that we sell to direct purchase, including financing partners on the Third-Party PPAs and traditional lease and successful sale-and-leaseback customers. It includes the cost of materials and service providers, personnel costs, shipping costs and allocated costs.
Cost of Service Revenue—Cost of service revenue consists of costs incurred under maintenance service contracts for all customers. It includes the cost of field replacement units, personnel costs for our customer support organization, certain allocated costs, and extended maintenance-related product repair and replacement costs.
Cost of Electricity Revenue—Cost of electricity revenue primarily consists of the depreciation of the cost of the Energy Server systems owned by us or the consolidated PPA Entity (before it was sold in August 2023). The cost of electricity revenue is generally recognized over the term of the Managed Services Agreement or customer’s PPA contract.
Revenue Recognized from Portfolio Financings Through PPA Entities
Revenue Recognized from Portfolio Financings Through the PPA Entity
In 2010, we began selling our Energy Server systems to tax equity partnerships in which we held an equity interest as a managing member, or PPA entities. The investors in such PPA entities contributed cash to them in exchange for an equity interest, which then allowed PPA entities to purchase the Operating Company and the Energy Server systems.
As we identified customers, the Operating Company entered into a PPA with a customer pursuant to which the customer agreed to purchase the power generated by the Energy Server systems at a specified rate per kilowatt hour for a specified term. As such, the Operating Company, wholly owned by the PPA Entity, entered into a maintenance services agreement with us following the first year of service to extend the standard one-year performance warranties and guaranties. This intercompany arrangement was eliminated on consolidation. The PPA Entity qualified as an operating lease under ASC 842. Revenue under this arrangement was recognized as electricity revenue and service revenue and was provided to the customer at rates specified under the PPA.
Warranty Costs
Warranty Costs
We generally provide a manufacturer’s warranty to our products sold to our customers, international channel providers, and financing parties for up to one year following the date of COO of the Energy Server systems. This standard warranty covers defects in materials, workmanship and manufacturing or performance conditions under normal use and service conditions for the first year following COO. Such standard warranty is considered to be assurance-type warranty and consequently does not give rise to performance obligations under ASC 606 and are accounted for as warranty cost accruals under ASC 460, Guarantees.
We recognize warranty costs for those contracts that are considered to be assurance-type warranties and consequently do not give rise to performance obligations or for those maintenance service contracts that were previously in the scope of ASC 605-20-25, Separately Priced Extended Warranty and Product Maintenance Contracts.
In addition, as part of our standard warranty period and Managed Services Agreement obligations, we monitor the operations of the underlying systems and provide output and efficiency guaranties (collectively “product performance guaranties”). If the Energy Server systems run at a lower efficiency or power output than we committed under our performance warranty or guaranty, we will reimburse the customer for this underperformance. Our performance obligation includes ensuring the Energy Server systems operate at least at the efficiency and/or power output levels set forth in the customer agreement. Our aggregate reimbursement obligation for a performance guaranty for each customer is capped based on the purchase price of the underlying Energy Server systems. Product performance guaranty payments are accounted for as a reduction in service revenue. We accrue for product performance guaranties based on the actual or estimated amounts (when actual data is not available) reimbursable at each reporting period and recognize the costs as a reduction to revenue.
Shipping and Handling Costs
Shipping and Handling Costs
We record costs related to shipping and handling in cost of product revenue, cost of installation revenue and cost of service revenue as they are incurred.
Sales and Utility Taxes
Sales and Utility Taxes
We recognize revenue on a net basis for taxes charged to our customers and collected on behalf of the taxing authorities.
Sales Tax—Sales tax collected from customers is recorded as a liability, pending remittance to the taxing jurisdiction. Consequently, sales taxes have been excluded from revenues and costs. It is recognized as a liability until remitted to the applicable state.
Utility Taxes—We are subject to utility taxes in certain jurisdictions on the sale of electricity to customers under PPAs. Because we control the electricity generated by our Energy Server systems before it is transferred to a customer, we are considered the principal in these transactions under ASC 606. Accordingly, utility taxes are presented on a gross basis, with amounts billed to customers included in electricity revenue and the corresponding tax obligations recorded in cost of electricity revenue.
Advertising and Promotion Costs Advertising and Promotion Costs—Expenses related to advertising and promotion of products are charged to sales and marketing expenses as incurred.
Research and Development
Research and Development—We conduct internally funded research and development activities to improve anticipated product performance and reduce product life-cycle costs. Research and development costs are expensed as incurred and include salaries and expenses related to employees conducting research and development and other costs.
Stock-Based Compensation
Stock-Based Compensation—We account for time-based and performance-based stock options, restricted stock units (“RSUs”) and performance-based stock units (“PSUs”) awarded to employees and non-employee directors under the provisions of ASC 718.
Stock-based compensation costs for time-based and performance-based stock options are measured using the Black-Scholes valuation model. The Black-Scholes valuation model uses as inputs the fair value of our common stock and assumptions we make for the volatility of our common stock, the expected term of the award, the risk-free interest rate for a period that approximates the expected term of the stock options and the expected dividend yield. In developing estimates used to calculate assumptions, we established the expected term for employee options as well as expected forfeiture rates based on the historical settlement experience and after giving consideration to vesting schedules. For options with a vesting condition tied to the attainment of service and market conditions, stock-based compensation costs are recognized using Monte Carlo simulations. Recognition of stock-based compensation expense associated with the performance-based stock options commences when the performance condition is considered probable of achievement, using management’s best estimates, which consider the inherent risk and uncertainty regarding the future outcomes of the milestones. Stock-based compensation costs are recorded net of estimated forfeitures such that expense is recorded only for those stock-based awards that are expected to vest. We generally recognize stock-based compensation expense for time-based and performance-based stock options using the straight-line attribution method over the requisite service period, which typically corresponds to the vesting term of three to four years.
Stock-based compensation costs for RSUs and PSUs are measured based on the fair value of the underlying shares on the date of grant. We recognize the compensation cost for RSUs using a straight-line basis over the requisite service period of the RSUs, which is generally three to four years. We recognize compensation cost for PSUs over the requisite service period, which generally spans three years, based on the estimated probability of achieving the performance conditions. For awards with cliff vesting at the end of the performance period, expense is recognized on a straight-line basis over the three-year service period. For awards that vest in annual installments based on yearly performance targets, expense is recognized using the graded vesting method as achievement of the respective milestones becomes probable.
We also use the Black-Scholes valuation model to estimate the fair value of stock purchase rights under the Bloom Energy Corporation 2018 Employee Stock Purchase Plan (the “2018 ESPP”). The fair value of the 2018 ESPP purchase rights is recognized as an expense under the multiple options approach. Forfeitures are estimated at the time of grant and revised in subsequent periods, if necessary, if actual forfeitures differ from initial estimates.
Stock issued to grantees in our stock-based compensation is from authorized and previously unissued shares. Stock-based compensation costs are recorded in the consolidated statements of operations based on the employees’ respective functions. Stock-based compensation costs directly associated with the product manufacturing operations process are capitalized into inventory and deferred cost of revenue and expensed when the capitalized asset is used in the normal course of the sales or services process.
We record deferred tax assets for awards that result in deductions on our income tax returns, unless we cannot realize the deduction (i.e., we are in a net operating loss position), based on the amount of compensation cost recognized and our statutory tax rate.
Income Taxes
Income Taxes
We account for income taxes using the liability method under ASC 740, Income Taxes (“ASC 740”). Under this method, deferred tax assets and liabilities are determined based on net operating loss carryforwards, research and development credit carryforwards and temporary differences resulting from the different treatment of items for tax and financial reporting purposes. Deferred items are measured using the enacted tax rates and laws that are expected to be in effect when the differences reverse. Additionally, we must assess the likelihood that deferred tax assets will be recovered as deductions from future taxable income. We have provided a full valuation allowance on our domestic deferred tax assets because we believe it is more likely than not that our deferred tax assets will not be realized.
We follow the accounting guidance in ASC 740, which requires a more-likely-than-not threshold for financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. We record a liability for the difference between the benefit recognized and measured pursuant to ASC 740-10 and the tax position taken or expected to be taken on our tax return. To the extent that the assessment of such tax positions changes, the change in estimate is recorded in the period in which the determination is made. We established reserves for tax-related uncertainties based on estimates of whether, and the extent to which additional taxes will be due. These reserves are established when we believe that certain positions might be challenged despite our belief that the tax return positions are fully supportable. The reserves are adjusted in light of changing facts and circumstances such as the outcome of a tax audit. The provision for income taxes includes the impact of reserve provisions and changes to reserves that are considered appropriate. We recognize interest and penalties related to unrecognized tax benefits in income tax expense.
Comprehensive Loss
Comprehensive Loss
Our comprehensive loss is comprised of net loss attributable to common stockholders, foreign currency translation adjustment, and comprehensive loss attributable to noncontrolling interest.
Fair Value Measurement
Fair Value Measurement
ASC 820, Fair Value Measurement (“ASC 820”), defines fair value, establishes a framework for measuring fair value under U.S. GAAP and enhances disclosures about fair value measurements. Fair value is defined under ASC 820 as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principle or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. The guidance describes a fair value hierarchy based on three levels of inputs, of which the first two
are considered observable and the last unobservable, that may be used to measure fair value:
Level 1Quoted prices in active markets for identical assets or liabilities. Financial assets utilizing Level 1 inputs typically include money market securities and U.S. Treasury securities.
Level 2
Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. We use Level 2 inputs to determine the fair value of our debt instruments (term loans and convertible senior notes).
Level 3Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Financial liabilities utilizing Level 3 inputs include contract embedded derivatives. Their valuations are performed using a Monte Carlo simulation model which considers various potential electricity price curves over the sales contract terms.
Cash and Cash Equivalents
Cash, Cash Equivalents, and Restricted Cash
Cash equivalents consist of highly liquid short-term investments with maturities of 90 days or less at the date of purchase.
Restricted cash is held as collateral to provide financial assurance that we will fulfill obligations and commitments primarily related to the Third-Party PPAs and Managed Services Agreements. Restricted cash also includes maintenance service reserves and facility lease agreements. Restricted cash that is expected to be used within one year of the balance sheet date is classified as a current asset, whereas restricted cash expected to be used more than one year from the balance sheet date is classified as a non-current asset.
Restricted Cash
Cash, Cash Equivalents, and Restricted Cash
Cash equivalents consist of highly liquid short-term investments with maturities of 90 days or less at the date of purchase.
Restricted cash is held as collateral to provide financial assurance that we will fulfill obligations and commitments primarily related to the Third-Party PPAs and Managed Services Agreements. Restricted cash also includes maintenance service reserves and facility lease agreements. Restricted cash that is expected to be used within one year of the balance sheet date is classified as a current asset, whereas restricted cash expected to be used more than one year from the balance sheet date is classified as a non-current asset.
Accounts Receivable
Accounts Receivable
Accounts receivable primarily represent trade receivables from sales to customers recorded at amortized cost less allowance for credit losses. The allowance for credit losses reflects our best estimate about future losses over the contractual life of outstanding accounts receivable taking into consideration historical experience, specific allowances for known troubled accounts, other currently available information including customer financial condition, and both current and forecasted economic conditions.
Inventories
Inventories
Inventories consist principally of raw materials, work-in-process and finished goods and are stated on a first-in, first-out basis at a lower of cost or net realizable value. We record inventory excess and obsolescence provisions for estimated obsolete or unsellable inventory, equal to the difference between the cost of inventory and estimated net realizable value based upon assumptions about market conditions and future demand for products generally expected to be utilized over the next 12 to 24 months, including product needed to fulfill our warranty obligations. If actual future demand for our products is less than currently forecasted, additional inventory provisions may be required. Once a provision is recorded, it is maintained until the product to which it relates is sold or otherwise disposed.
Property, Plant and Equipment
Property, Plant and Equipment
Property, plant and equipment, including leasehold improvements, are stated at cost less accumulated depreciation. The Energy Server systems are depreciated to their residual values over their useful economic lives which reflect consideration of the terms of their related PPA. These useful lives are reassessed when there is an expected change in the use of the Energy Server systems. Leasehold improvements are depreciated over the shorter of the lease term or their estimated depreciable lives. Buildings are amortized over the shorter of the lease or property term or their estimated depreciable lives. Assets under construction are capitalized as costs are incurred and depreciation commences after the assets are put into service within their respective asset class.
Impairment of Long-Lived Assets
Impairment of Long-Lived Assets
Our long-lived assets include property, plant and equipment and the Energy Server systems capitalized in connection with our Managed Services Financing Program and Portfolio Financings. The carrying amounts of our long-lived assets are periodically reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable or that the useful life is shorter than originally estimated.
Equity Method Investments
Equity Method Investments
We account for investments in entities based on the level of ownership and the ability to exercise significant influence over operating and financial policies. If an entity is organized as a limited partnership or limited liability company and maintains separate ownership accounts, we generally account for our investment using the equity method if our ownership interest is 50% or less, unless our interest is so minor that we have virtually no influence over the investee’s operating and financial policies. For all other types of investments, we generally apply the equity method of accounting if our ownership interest is between 20% and 50% and we exercise significant influence over the investee’s operating and financial policies. These investments are presented as investments in unconsolidated affiliates on our consolidated balance sheets.
Income or loss from equity-method investees is reported in equity in earnings (loss) of unconsolidated affiliates on our consolidated statements of operations, and the related carrying value is presented as investments in unconsolidated affiliates on our consolidated balance sheets. Distributions received from equity method investees, if any, are recorded as reductions to the carrying value of the investment on our consolidated balance sheets. Our equity in earnings (loss) of unconsolidated affiliates is adjusted for profit (loss) incurred from sales transactions. Such profit is amortized into equity in earnings (loss) of unconsolidated affiliates on our consolidated statements of operations over the remaining useful lives of the underlying assets.
When timely financial information of an equity method investee is not available, we record our share of the investee’s results on a one-quarter reporting lag using the best estimate, consistent with ASC 323, Investments—Equity Method and Joint Ventures (“ASC 323”). We believe this approach is reasonable and consistently applied. We evaluate whether any events or transactions during the lag period would materially affect our consolidated financial position or results of operations and, if so, record appropriate adjustments in the current period.
An impairment of an investment in an unconsolidated affiliate is recognized when circumstances indicate that a decline in the investment value is other-than-temporary.
Derivatives
Derivatives
We account for our derivative instruments as a liability which are carried at fair value on the consolidated balance sheets. Changes in the fair value of those derivatives are recorded through earnings in the consolidated statements of operations, as they do not qualify neither as cash flow hedges, nor for hedge accounting.
VIE—Methodology and Significant Judgments
VIE—Methodology and Significant Judgments
We assess at inception and on an ongoing basis whether entities with which we are involved are VIEs and, if so, whether we are the primary beneficiary. We identify the activities that most significantly affect the VIE’s economic performance (e.g., equipment selection and specification, project development and construction oversight, operating and maintenance decision‑making, and commercial/financing decisions) and evaluate whether we have the power to direct those activities. We also assess whether we have the obligation to absorb expected losses or the right to receive expected residual returns that could potentially be significant to the VIE. These assessments are performed in accordance with the applicable guidance under ASC 810, Consolidations (“ASC 810”). Determining the primary beneficiary requires judgment, including evaluating contractual rights (explicit and implicit), decision‑making rights versus protective rights, related‑party considerations, and variability created by guarantees or other support arrangements.
Consolidated VIE—Our Korean JV is a VIE that we consolidate because we have the power to direct the activities that most significantly impact its performance and are exposed to potentially significant benefits/losses from those activities.
Unconsolidated VIEs—Our interests in certain Fund JVs are VIEs for which we are not the primary beneficiary because we do not have power over the activities that most significantly affect the VIEs’ economic performance and our exposure is limited to our equity interests and contractual capital commitments. These interests are accounted for under the equity method.
Allocation of Profits and Losses of Consolidated Entities to Noncontrolling Interests
Allocation of Profits and Losses of Consolidated Entities to Noncontrolling Interests
We generally allocate profits and losses to noncontrolling interests under the hypothetical liquidation at book value (“HLBV”) method. The determination of equity in earnings under the HLBV method requires management to determine how proceeds, upon a hypothetical liquidation of the entity at book value, would be allocated between our investors. The noncontrolling interest balance is presented as a component of permanent equity in the consolidated balance sheets. As of December 31, 2025 and 2024, we had one VIE which we consolidate, the Korean JV, which profit and loss are allocated to noncontrolling interests under the HLBV method.
Foreign Currency Considerations
Foreign Currency Considerations
Items included in the financial statements of each of the Company’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The functional currency of the Company’s parent entity is the U.S. dollar.
The functional currencies of our foreign subsidiaries are local currencies. The functional currency of the Korean JV is the local currency, the South Korean won (“KRW”), since the joint venture is financially independent of its U.S. parent and the KRW is the currency in which the joint venture generates and expends cash. The assets and liabilities of these entities are translated at the rate of exchange at the balance sheet date. Revenue and expenses are translated at the weighted average rate of exchange during the period. For these entities, translation adjustments resulting from the process of translating the local currency financial statements into the U.S. dollars are included in other comprehensive loss. Translation adjustments attributable to noncontrolling interests are allocated to and reported as part of the noncontrolling interests in the consolidated financial statements.
Transactions made in a currency other than the functional currency are remeasured to the functional currency at exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are remeasured to the functional currency at the exchange rate at that date and non-monetary assets and liabilities are measured at historical rates. Foreign currency transaction gains and losses are included as a component of Other income (expense), net in our consolidated statements of operations.
The reporting currency for these consolidated financial statements is the U.S. dollar.
Accounting Guidance Not Yet Adopted and Recent Accounting Pronouncements
Accounting Guidance Not Yet Adopted
In November 2024, Financial Accounting Standards Board (the “FASB”) issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”). ASU 2024-03 is intended to enhance transparency of income statement disclosures primarily through additional disaggregation of relevant expense captions. The standard is effective for annual reporting periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027, with prospective or retrospective application permitted. We are currently evaluating this guidance, but do not expect the adoption of this guidance to have a material impact on our consolidated financial statements.
In January 2025, the FASB issued ASU 2025-01, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date (“ASU 2025-01”). This update clarifies the effective date of ASU 2024-03, which requires public business entities to provide expanded disclosures about the nature of expenses included in income statement captions. The amendments are effective for annual periods beginning after December 15, 2026, and interim periods within annual periods beginning after December 15, 2027. We are currently evaluating this guidance, but do not expect the adoption of this guidance to have a material impact on our consolidated financial statements.
In May 2025, the FASB issued ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity (“ASU 2025-03”). This update revises the guidance for identifying the accounting acquirer in a business combination when the legal acquiree is a VIE. The amendments require entities to apply the same factors used for voting interest entities when determining the accounting acquirer in transactions primarily effected through the exchange of equity interests. The guidance is effective for annual and interim periods beginning after December 15, 2026, and will be applied prospectively. We do not expect ASU 2025-03 to have a material impact on our consolidated financial statements.
In July 2025, the FASB issued Accounting Standards Update (“ASU”) 2025-05, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets (“ASU 2025-05”). This update introduces a practical expedient for all entities when estimating expected credit losses for current accounts receivable and current contract assets arising from transactions accounted for under ASC 606, Revenue from Contracts with Customers. Under the practical expedient, when developing reasonable and supportable forecasts as part of estimating expected credit losses, an entity may assume that current conditions as of the balance sheet date do not change for the remaining life of the asset. ASU 2025-05 is effective for annual reporting periods beginning after December 15, 2025, and interim reporting within those annual reporting periods. Early adoption is permitted in both interim and annual reporting periods. We are currently evaluating the impact of ASU 2025-05 on our consolidated financial statements.
In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40) (“ASU 2025-06”). This update eliminates references to prescriptive and sequential software development stages within Subtopic 350-40. Under the revised guidance, entities must begin capitalizing software costs once both of the following conditions are met: (a) management has approved and committed funding for the software project; (b) it is probable that the project will be completed and the software will be used as intended (the “probable-to-complete” threshold). The ASU is effective for annual reporting periods beginning after December 15, 2027, and interim reporting within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period. We are currently evaluating the impact of ASU 2025-06 on our consolidated financial statements.
In September 2025, the FASB issued ASU 2025-07, Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606): Derivatives Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue Contract (“ASU 2025-07”). This update introduces a scope exception from derivative accounting for certain non-exchange-traded contracts and clarifies that Topic 606 applies initially to share-based noncash consideration received from a customer. The amendments are effective for annual and interim periods beginning after December 15, 2026, and may be applied prospectively or using a modified retrospective approach. We are currently evaluating the impact of ASU 2025-07 on our consolidated financial statements.
In November 2025, the FASB issued ASU 2025-08, Financial Instruments—Credit Losses (Topic 326): Purchased Loans (“ASU 2025-08”). This update expands the use of the gross-up method to certain acquired loans classified as “purchased seasoned loans,” eliminating the Day 1 credit loss expense for these loans. The amendments are effective for annual and interim periods beginning after December 15, 2026, and will be applied prospectively. We do not expect ASU 2025-08 to have a material impact on our consolidated financial statements.
In November 2025, the FASB issued ASU 2025-09, Derivatives and Hedging (Topic 815): Hedge Accounting
Improvements (“ASU 2025-09”). This update clarifies and expands hedge accounting guidance to better reflect the economics of risk management activities and address issues arising from reference rate reform. Key amendments include allowing broader aggregation of forecasted transactions for cash flow hedges, expanding hedge accounting for certain nonfinancial forecasted transactions, and eliminating certain restrictions on using net written options and foreign-currency-denominated debt instruments in hedge strategies. The amendments are effective for annual and interim periods beginning after December 15, 2026, and will be applied prospectively. We do not expect ASU 2025-09 to have a material impact on our consolidated financial statements.
In December 2025, the FASB issued ASU 2025-10, Government Grants (Topic 832): Accounting for Government Grants Received by Business Entities (“ASU 2025-10”). This update provides authoritative guidance on the recognition, measurement, and presentation of government grants received by business entities, an area previously lacking in U.S. GAAP. The amendments define government grants, establish recognition criteria, and require disclosures about the nature of grants, accounting policies applied, and significant terms and conditions. The amendments are effective for public business entities for annual periods beginning after December 15, 2028, with early adoption permitted. We do not expect ASU 2025-10 to have a material impact on our consolidated financial statements.
Recent Accounting Pronouncements
In August 2023, the FASB issued ASU 2023-05, Business Combinations—Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement (“ASU 2023-05”). This guidance requires joint ventures to measure all assets and liabilities at fair value upon formation. We adopted ASU 2023-05 on January 1, 2025; however, the standard was not applicable to our consolidated financial statements.
In December 2023, the FASB issued ASU 2023-08, Intangibles—Goodwill and Other—Crypto Assets (Subtopic 350-60): Accounting for and Disclosure of Crypto Assets (“ASU 2023-05”). This guidance provides recognition, measurement, presentation, and disclosure requirements for certain crypto assets. We adopted ASU 2023-08 on January 1, 2025; however, the standard was not applicable to our consolidated financial statements.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). This update enhances transparency by requiring expanded disclosures related to the income tax rate reconciliation and income taxes paid. We adopted ASU 2023-09 on January 1, 2025, applying the guidance retrospectively. While the adoption has no impact on our financial statements, it has resulted in incremental disclosures within the footnotes to our consolidated financial statements (see Note 15—Income Taxes in this Annual Report on Form 10-K).
In March 2024, the FASB issued ASU 2024-01, Compensation—Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards (“ASU 2024-01”). This guidance clarifies the application of scope guidance in ASC 718, Compensation—Stock Compensation (ASC 718”) by providing an illustrative example to help entities determine whether profits interest and similar awards should be accounted for under ASC 718. We adopted ASU 2024-01 on January 1, 2025, and applied the amendments prospectively. The adoption of this standard did not have a material impact on our consolidated financial statements.
In March 2024, the FASB issued ASU 2024-02, Codification Improvements—Amendments to Remove References to the Concepts Statements (“ASU 2024-02”). This update removes references to various FASB Concepts Statements and includes technical corrections such as conforming amendments, clarifications, and other minor improvements intended to simplify U.S. GAAP without resulting in significant accounting changes for most entities. We adopted ASU 2024-02 on January 1, 2025. The adoption of this standard did not have a material impact on our consolidated financial statements.
In November 2024, the FASB issued ASU 2024-04, Debt—Debt with Conversion and Other Options (Subtopic 470-20): Induced Conversions of Convertible Debt Instruments (“ASU 2024-04”). This standard clarifies the accounting for inducements offered to holders of convertible debt instruments to convert their debt-to-equity securities. Under the guidance, an entity recognizes an inducement expense equal to the fair value of all securities and other consideration transferred in excess of the fair value of the securities and other consideration issuable pursuant to the original conversion terms, measured as of the offer acceptance date. The guidance applies to fiscal years and interim periods within fiscal years beginning after December 15, 2025. We early adopted ASU 2024-04 in fiscal year 2025 and applied the guidance to the induced conversion of our existing convertible notes during that period. The adoption did not require a cumulative-effect adjustment to opening retained earnings. See Note 8—Outstanding Loans and Security Agreements, sections Induced Conversions of the Existing Notes in this Annual Report on Form 10-K.
In May 2025, the FASB issued ASU 2025-04, Compensation—Stock Compensation (Topic 718) and Revenue from
Contracts with Customers (Topic 606): Clarifications to Share-Based Consideration Payable to a Customer (“ASU 2025-04”). This update clarifies the accounting for share-based consideration payable to a customer, including revising the definition of performance condition, eliminating the forfeiture policy election for customer awards, and clarifying that the variable consideration constraint does not apply to such awards. The amendments are effective for annual periods beginning after December 15, 2026, including interim periods, and may be applied using either a modified retrospective or full retrospective approach. We early adopted ASU 2025-04 in fiscal year 2025 and applied the guidance to the accounting of share-based consideration payable to customer during that period. The adoption did not require a cumulative-effect adjustment to opening retained earnings. See Note 3—Revenue Recognition, sections Commitment to Issue Share-Based Consideration Payable to Customer’s Customer in this Annual Report on Form 10-K.
v3.25.4
Summary of Significant Accounting Policies (Tables)
 12 Months Ended
Dec. 31, 2025
Accounting Policies [Abstract]  
Schedule of Property, Plant and Equipment
Depreciation is calculated using the straight-line method over the estimated depreciable lives of the respective assets as follows:
Depreciable Lives
Energy Server systems
15-21 years
Computers, software and hardware
3-5 years
Vehicles, machinery and equipment
5-10 years
Furniture and fixtures
3-5 years
Leasehold improvements
1-10 years
Buildings*
* Lesser of 35 years or the term of the underlying land lease.
Property, plant and equipment, net, consists of the following (in thousands):
December 31,
 20252024
   
Vehicles, machinery and equipment$203,731 $200,004 
Energy Server systems165,629 165,629 
Leasehold improvements129,665 122,413 
Construction-in-progress83,067 86,731 
Buildings53,156 53,221 
Computers, software and hardware34,761 33,910 
Furniture and fixtures11,090 10,943 
681,099 672,851 
Less: accumulated depreciation(282,592)(269,376)
$398,507 $403,475 
v3.25.4
Revenue Recognition (Tables)
 12 Months Ended
Dec. 31, 2025
Revenue from Contract with Customer [Abstract]  
Schedule of Contract with Customer, Asset and Liability
The following table provides information about accounts receivables, contract assets, customer deposits and deferred revenue from contracts with customers (in thousands):
December 31,
 20252024
Accounts receivable$371,796 $335,841 
Contract assets241,186 145,162 
Customer deposits78,207 220,115 
Deferred revenue 65,608 66,304 
Years Ended
December 31,
20252024
Beginning balance$145,162 $41,366 
Transferred to accounts receivable from contract assets recognized at the beginning of the period, net of other adjustments
(102,767)(34,314)
Revenue recognized and not billed as of the end of the period
182,844 128,479 
Other Adjustments1
15,947 9,631 
Ending balance$241,186 $145,162 
1 2025: Represented by $15.9 million share-based consideration payable to customer’s customer as of December 31, 2025 (refer to section Commitment to Issue Share-Based Consideration Payable to Customer’s Customer below).
2024: Represented by $9.6 million payment to customer’s customer for the year ended December 31, 2024.
Deferred revenue activity during the years ended December 31, 2025 and 2024, consisted of the following (in thousands):
Years Ended
December 31,
20252024
Beginning balance$66,304 $72,328 
Additions1,497,242 1,142,599 
Revenue recognized(1,497,938)(1,148,623)
Ending balance$65,608 $66,304 
Schedule of Disaggregation of Revenue
We disaggregate revenue from contracts with customers into four revenue categories: product, installation, service and electricity (in thousands):
Years Ended
December 31,
202520242023
Revenue from contracts with customers:
Product revenue$1,531,281 $1,085,153 $975,245 
Installation revenue204,068 122,318 92,796 
Service revenue
228,295 213,542 183,065 
Electricity revenue37,970 20,381 17,676 
Total revenue from contracts with customers
2,001,614 1,441,394 1,268,782 
Revenue from contracts that contain leases:
Electricity revenue22,380 32,462 64,688 
Total revenue$2,023,994 $1,473,856 $1,333,470 
Schedule of Weighted-Average Valuation Assumptions We used the following weighted-average assumptions for determination of the Warrant fair value:
Year Ended
December 31, 2025
Risk-free interest rate
3.6%
Expected term (years)
0.5
Expected dividend yield
—
Expected volatility
96.2%
We used the following weighted-average assumptions in applying the Black-Scholes valuation model for determination of the stock options valuation:
Years Ended
December 31,
20252024
Risk-free interest rate
 3.9% - 4.1%
3.7% - 4.4%
Expected term (years)
6.1
6.0
Expected dividend yield
—
—
Expected volatility
93.4% - 93.9%
95.3% - 97.1%
We used the following weighted-average assumptions in applying the Black-Scholes valuation model for determination of the 2018 ESPP share valuation:
Years Ended
December 31,
202520242023
Risk-free interest rate
 3.8% - 5.0%
4.1% - 5.6%
4.9% - 5.6%
Expected term (years)
0.5 - 2.0
0.5 - 2.0
0.5 - 2.0
Expected dividend yield
—
—
—
Expected volatility
66.2% - 115.2%
54.1% - 78.7%
54.1% - 74.1%
v3.25.4
Financial Instruments (Tables)
 12 Months Ended
Dec. 31, 2025
Cash and Cash Equivalents [Abstract]  
Schedule of Cash and Cash Equivalents
The carrying values of cash, cash equivalents, and restricted cash approximate fair values and were as follows (in thousands):
December 31,
 20252024
As Held:
Cash$94,997 $201,613 
Money market funds2,386,583 749,358 
$2,481,580 $950,971 
As Reported:
Cash and cash equivalents$2,454,108 $802,851 
Restricted cash27,472 148,120 
$2,481,580 $950,971 
Schedule of Restrictions on Cash and Cash Equivalents
The carrying values of cash, cash equivalents, and restricted cash approximate fair values and were as follows (in thousands):
December 31,
 20252024
As Held:
Cash$94,997 $201,613 
Money market funds2,386,583 749,358 
$2,481,580 $950,971 
As Reported:
Cash and cash equivalents$2,454,108 $802,851 
Restricted cash27,472 148,120 
$2,481,580 $950,971 
Restricted cash consisted of the following (in thousands):
December 31,
 20252024
  
Restricted cash, current
$1,973 $110,622 
Restricted cash, non-current
25,499 37,498 
$27,472 $148,120 
v3.25.4
Fair Value (Tables)
 12 Months Ended
Dec. 31, 2025
Fair Value Disclosures [Abstract]  
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis
The tables below set forth, by level, our financial assets and liabilities that are accounted for at fair value for the respective periods. The table does not include assets and liabilities that are measured at historical cost or any basis other than fair value (in thousands):
Fair Value Measured at Reporting Date Using
December 31, 2025Level 1Level 2Level 3Total
Assets
Cash equivalents:
Money market funds$2,386,583 $— $— $2,386,583 
Liabilities
Derivatives:
Embedded EPP derivatives$— $— $5,607 $5,607 

 Fair Value Measured at Reporting Date Using
December 31, 2024Level 1Level 2Level 3Total
Assets
Cash equivalents:
Money market funds$749,358 $— $— $749,358 
Liabilities
Derivatives:
Embedded EPP derivatives$— $— $5,070 $5,070 
Schedule of Change in Level 3 Financial Liabilities
The changes in the Level 3 financial liabilities during the years ended December 31, 2025, 2024 and 2023, were as follows (in thousands):
Embedded EPP Derivative Liability
Liabilities at December 31, 2023
$4,376 
Changes in fair value694 
Liabilities at December 31, 2024
5,070 
Changes in fair value537 
Liabilities at December 31, 2025
$5,607 
Schedule of Fair Values and Carrying Values of Customer Receivables and Debt Instruments The following table presents the estimated fair values and carrying values of debt instruments (in thousands):
 December 31, 2025December 31, 2024
 Net Carrying
Value		Fair ValueNet Carrying
Value		Fair Value
   
Debt instruments
Recourse:
0% Convertible Senior Notes due November 2030
$2,442,091 $2,140,536 $— $— 
3.0% Green Convertible Senior Notes due June 20291
73,473 313,740 391,239 532,789 
3.0% Green Convertible Senior Notes due June 20281
98,162 456,764 619,111 872,344 
2.5% Green Convertible Senior Notes due August 2025
— — 114,385 163,875 
Non-recourse:
4.6% Term Loan due October 2026
2,769 3,009 2,705 2,856 
4.6% Term Loan due April 2026
$1,384 $1,550 $1,352 $1,482 
1 The increase in fair value primarily reflects the rise in the Company’s stock price.
v3.25.4
Balance Sheet Components (Tables)
 12 Months Ended
Dec. 31, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Schedule of Inventory
The components of inventory consist of the following (in thousands):
December 31,
 20252024
Raw materials$351,757 $315,735 
Work-in-progress125,036 79,601 
Finished goods166,513 149,320 
$643,306 $544,656 
Schedule of Prepaid Expense and Other Current Assets
Prepaid expenses and other current assets consist of the following (in thousands):
December 31,
 20252024
  
Prepaid hardware and software maintenance$6,327 $7,972 
Interest receivable6,029 1,316 
Prepaid corporate insurance5,182 6,774 
Prepaid managed services4,705 5,230 
Tax receivables4,509 4,981 
Prepaid deferred commissions3,049 1,123 
Receivables from employees2,507 3,259 
Deferred expenses1,559 1,215 
Prepaid workers compensation796 620 
Deposits made376 348 
Prepaid medical insurance232 177 
Other prepaid expenses and other current assets14,534 13,188 
$49,805 $46,203 
Schedule of Property, Plant and Equipment
Depreciation is calculated using the straight-line method over the estimated depreciable lives of the respective assets as follows:
Depreciable Lives
Energy Server systems
15-21 years
Computers, software and hardware
3-5 years
Vehicles, machinery and equipment
5-10 years
Furniture and fixtures
3-5 years
Leasehold improvements
1-10 years
Buildings*
* Lesser of 35 years or the term of the underlying land lease.
Property, plant and equipment, net, consists of the following (in thousands):
December 31,
 20252024
   
Vehicles, machinery and equipment$203,731 $200,004 
Energy Server systems165,629 165,629 
Leasehold improvements129,665 122,413 
Construction-in-progress83,067 86,731 
Buildings53,156 53,221 
Computers, software and hardware34,761 33,910 
Furniture and fixtures11,090 10,943 
681,099 672,851 
Less: accumulated depreciation(282,592)(269,376)
$398,507 $403,475 
Schedule of Other Long-Term Assets
Other long-term assets consist of the following (in thousands):
December 31,
20252024
   
Deferred commissions$19,109 $13,372 
Deferred expenses8,111 8,776 
Deferred financing costs3,412 — 
Deposits made3,001 3,123 
Long-term lease receivable2,193 3,159 
Deferred tax asset1,780 1,888 
Prepaid managed services1,316 1,317 
Prepaid and other long-term assets18,281 14,501 
$57,203 $46,136 
Schedule of Product Warranty Liability And Product Performance Liabilities
Accrued warranty and product performance liabilities consist of the following (in thousands):
December 31,
 20252024
   
Product performance$16,791 $13,697 
Product warranty3,222 2,862 
$20,013 $16,559 
Changes in the product warranty and product performance liabilities were as follows (in thousands):
Balances at December 31, 2023
$19,326 
Accrued warranty, net and product performance liabilities
18,407 
Product performance expenditures during the year
(21,174)
Balances at December 31, 2024
16,559 
Accrued warranty, net and product performance liabilities
21,413 
Product performance expenditures during the year
(17,959)
Balances at December 31, 2025
$20,013 
Schedule of Accrued Other Current Liabilities
Accrued expenses and other current liabilities consist of the following (in thousands):
December 31,
 20252024
   
Compensation and benefits$97,571 $67,682 
General invoice and purchase order accruals76,909 43,652 
Accrued installation14,278 1,660 
Sales-related liabilities12,031 4,714 
Sales tax liabilities10,054 10,215 
Accrued legal expenses2,599 1,198 
Provision for income tax2,115 784 
Accrued consulting expenses1,475 1,254 
Finance lease liability1,370 981 
Current portion of derivative liabilities1,353 482 
Interest payable913 3,927 
Accrued restructuring costs482 341 
Interim VAT liability281 1,109 
Other823 451 
$222,254 $138,450 
v3.25.4
Investments in Unconsolidated Affiliates (Tables)
 12 Months Ended
Dec. 31, 2025
Equity Method Investments and Joint Ventures [Abstract]  
Investments in Unconsolidated Affiliates As of December 31, 2025, we hold equity interests in the following Fund JVs:

Bloom Equity Interest as of December 31, 2025
AI Fund JVs
Bolt US Class A JVCo LLC9.9%
Bolt US JVCo LLC9.9%
Other JVs
ORC HoldCo LLC15.0%
Changes in the investment balance for the year ended December 31, 2025, were as follows (in thousands):
Balances at December 31, 2024
$— 
Current period investment in unconsolidated affiliates
36,491 
Equity in loss of unconsolidated affiliates
(40,421)
Deferred profit in transactions with unconsolidated affiliates
13,928 
Accrued expenses and other current liabilities
39 
Balances at December 31, 2025
$10,037 
v3.25.4
Outstanding Loans and Security Agreements (Tables)
 12 Months Ended
Dec. 31, 2025
Debt Disclosure [Abstract]  
Schedule of Debt
The following is a summary of our debt as of December 31, 2025 (in thousands, except percentage data):
 Unpaid
Principal
Balance		Net Carrying ValueInterest
Rate		Maturity DatesEntity
 CurrentLong-
Term		Total
0% Convertible Senior Notes due November 2030
$2,500,000 $— $2,442,091 $2,442,091 0.0%November 2030Company
3.0% Green Convertible Senior Notes due June 2029
75,125 — 73,473 73,473 3.0%June 2029Company
3.0% Green Convertible Senior Notes due June 2028
99,655 — 98,162 98,162 3.0%June 2028Company
Total recourse debt2,674,780 — 2,613,726 2,613,726 
4.6% Term Loan due October 2026
2,769 2,769 — 2,769 4.6%October 2026Korean JV
4.6% Term Loan due April 2026
1,384 1,384 — 1,384 4.6%April 2026Korean JV
Total non-recourse debt4,153 4,153 — 4,153 
Total debt$2,678,933 $4,153 $2,613,726 $2,617,879 
The following is a summary of our debt as of December 31, 2024 (in thousands, except percentage data):
 Unpaid
Principal
Balance		Net Carrying ValueInterest
Rate		Maturity DatesEntity
 CurrentLong-
Term		Total
3.0% Green Convertible Senior Notes due June 2029
$402,500 $— $391,239 $391,239 3.0%June 2029Company
3.0% Green Convertible Senior Notes due June 2028
632,500 — 619,111 619,111 3.0%June 2028Company
2.5% Green Convertible Senior Notes due August 2025
115,000 114,385 — 114,385 2.5%August 2025Company
Total recourse debt1,150,000 114,385 1,010,350 1,124,735 
4.6% Term Loan due October 2026
2,705 — 2,705 2,705 4.6%October 2026Korean JV
4.6% Term Loan due April 2026
1,352 — 1,352 1,352 4.6%April 2026Korean JV
Total non-recourse debt4,057 — 4,057 4,057 
Total debt$1,154,057 $114,385 $1,014,407 $1,128,792 
Recourse Debt Facilities
0% Convertible Senior Notes due November 2030
3.0% Green Convertible Senior Notes due June 2029
3.0% Green Convertible Senior Notes due June 2028
2.5% Green Convertible Senior Notes due August 2025
Issuance date/Indenture date1
November 4, 2025
May 29, 2024
May 16, 2023
August 11, 2020
Aggregate principal amount issued
$2,500.0 million
$402.5 million
$632.5 million
$230.0 million
Initial purchasers’ discount2
$50.0 million
$12.1 million
$15.8 million
$6.9 million
Other issuance costs2
$9.8 million
$0.7 million
$3.9 million
$3.0 million
Net proceeds received
$2,440.2 million
$389.7 million
$612.8 million
$220.1 million
Due date3
November 15, 2030
June 1, 2029
June 1, 2028
August 15, 2025
Greenshoe option4
$300.0 million
$52.5 million
$82.5 million
N/A
Senior, unsecured obligations
Yes
Yes
Yes
Yes
Interest rate and payment schedule
Do not bear regular interest and will not accrete in principal amount over time
3.0% per annum, payable semi-annually in arrears on June 1 and December 1 of each year, beginning on December 1, 2024
3.0% per annum, payable semi-annually in arrears on June 1 and December 1 of each year, beginning on December 1, 2023
2.5% per annum, payable semi-annually in arrears on February 15 and August 15 of each year, beginning on February 15, 2021
Redemption date5
November 20, 2028
June 7, 2027
June 5, 2026
August 21, 20236
Conversion date7
August 15, 20308
March 1, 20298
March 1, 20288
May 15, 20259
Conversion trigger quarter-end date7
March 31, 2026
September 30, 202410
September 30, 202310
December 31, 2020
Initial conversion rate, shares of Class A common stock per $1,000 principal amount of notes11
5.1290
47.9795
53.0427
61.6808
Initial conversion price, per share of Class A common stock11
$194.97
$20.84
$18.85
$16.21
Incremental shares under Make-Whole Fundamental Change12, shares of Class A common stock per $1,000 principal amount11
2.6926
15.5932
22.5430
15.4202
The maximum number of shares into which the notes could have been potentially converted if the conversion features were triggered:
as of December 31, 2025
19,554,000
4,775,899
7,532,493
N/A
as of December 31, 2024
N/A
25,588,011
47,807,955
8,866,615
Effective interest rate at issuance
0.5%
3.8%
3.8%
3.5%
Customary provisions relating to the occurrence of Events of Default
See footnote 13
See footnote 13
See footnote 13
See footnote 13
Classification of net carrying value in consolidated balance sheets.
as of December 31, 2025
Long-term liability
Long-term liability
Long-term liability
N/A
as of December 31, 2024
N/A
Long-term liability
Long-term liability
Short-term liability
1 Issued pursuant to, and are governed by, an indenture, between us and U.S. Bank Trust Company, National Association (applicable for 0% Notes, the 3.0% Green Notes due June 2029, and the 3.0% Green Notes due June 2028) / U.S. Bank National Association (applicable for the 2.5% Green Notes), as Trustee, in private placements to qualified institutional buyers pursuant to Rule 144A of the Securities Act of 1933, as amended.
2 The notes’ initial purchasers’ discount and other issuance costs (collectively, the “Transaction Costs”) were recorded as debt issuance costs and presented a reduction to the notes on our consolidated balance sheets and are amortized to interest expense at an effective interest rate.
3 Unless earlier repurchased, redeemed or converted.
4 Pursuant to the purchase agreement among us and the representatives of the initial purchasers, we granted the initial purchasers an option to purchase an additional aggregate principal amount of the notes. Notes included specified aggregate principal amount pursuant to the full exercise by the initial purchasers of the Greenshoe option.
5 We may not redeem the notes prior to the specified redemption date, subject to a partial redemption limitation. We may elect to redeem, at face value, all or any portion of the notes at any time, and from time to time, on or after the specified redemption date, and on or before the twenty-first (for the 0% Notes and the 3.0% Green Notes due June 2029), or the forty-sixth (for the 3.0% Green Notes due June 2028), or the twenty-sixth (for 2.5% Green Notes) scheduled trading day immediately before the maturity date, provided the share price for our Class A common stock exceeds 130% of the conversion price at redemption.
6 In December 2024, the optional redemption feature of the 2.5% Green Notes was satisfied as the last reported sale price of our common stock exceeded 130% of the conversion price on each of at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period. However, we did not issue a notice of redemption as of December 31, 2024.
7 Before the specified conversion date, the noteholders have the right to convert their notes only upon the occurrence of certain events, including satisfaction of a condition relating to the closing price of our common stock (the “Closing Price Condition”) (applicable for all notes) or the trading price of the notes (the “Trading Price Condition”), a redemption event, or other specified corporate events (applicable for all notes, except 2.5% Green Notes). If the Closing Price Condition is met on at least 20 (whether or not consecutive) of the last 30 consecutive trading days in any calendar quarter, and only during such calendar quarter, the noteholders may convert their notes at any time during the immediately following quarter, commencing after the calendar quarter ending on the specified date (i.e., conversion trigger quarter-end date), subject to the partial redemption limitation.
8 Subject to the Trading Price Condition, the noteholders may convert their notes during the five consecutive business days immediately after any ten consecutive trading day period (for 0% Notes) or the five business days immediately after any five consecutive trading day period (for the 3.0% Green Notes due June 2029 and the 3.0% Green Notes due June 2028) in which the trading price per $1,000 principal amount of the notes, as determined following a request by a holder of the notes, for each day of that period is less than 98% of the product of the closing price of our common stock and the then applicable conversion rate. From and after the specified conversion date, the noteholders may convert their notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. Should the noteholders elect to convert their notes, we may elect to settle the conversion by paying or delivering, as applicable, cash, shares of our Class A common stock, $0.0001 par value per share, or a combination thereof, at our election. Please refer to section Induced Conversions of the Existing Notes for details of the conversion of the 3.0% Green Notes due June 2029 and the 3.0% Green Notes due June 2028 in the fourth quarter of the fiscal year 2025.
9 From and after May 15, 2025, the noteholders could convert their 2.5% Green Notes at any time at their election until the close of business on the second trading day immediately before the maturity date. Should the noteholders have elected to convert their 2.5% Green Notes, we could have elected to settle the conversion by paying or delivering, as applicable, cash, shares of our Class A common stock, or a combination thereof. Refer to section 2.5% Green Notes Settlement for further details.
10 The Closing Price Condition was met during the three months ended September 30, 2025, and accordingly, the noteholders could convert their notes during the quarter ended December 31, 2025.
11 The conversion rate and conversion price are subject to customary adjustments upon the occurrence of certain events. Also, we may increase the conversion rate at any time if our Board of Directors determines it is in the best interests of the Company or to avoid or diminish income tax to holders of common stock. In addition, if certain corporate events that constitute a Make-Whole Fundamental Change, occur, then the conversion rate applicable to the conversion of the notes will, in certain circumstances, increase by up to the specified incremental shares of Class A common stock per $1,000 principal amount of notes for a specified period of time.
12 Make-Whole Fundamental Change means (i) a Fundamental Change, that includes certain change-of-control events relating to us, certain business combination transactions involving us and certain delisting events with respect to our Class A common stock, or (ii) the sending of a redemption notice with respect to the notes.
13 The notes contain certain customary provisions relating to the occurrence of Events of Default, as defined in the underlying indentures. If an Event of Default involving bankruptcy, insolvency or reorganization events with respect to us occurs, then the principal amount of, and all accrued and unpaid interest (regular interest, where applicable, special interest or additional interest, if any), on, all of the notes then outstanding will immediately become due and payable without any further action or notice by any person. However, notwithstanding the foregoing, we may elect, at our option, that the sole remedy for an Event of Default relating to certain failures by us to comply with certain reporting covenants in the underlying indentures consists exclusively of the right of the noteholders to receive special interest on the 0% Notes for up to 360 days (on the 0% Notes ) or up to 180 days (on the 3.0% Green Notes due June 2029, the 3.0% Green Notes due June 2028, and the 2.5% Green Notes) at a specified rate per annum not exceeding 0.5% on the principal amount of the notes.
The total interest expense recognized related to our notes for the years ended December 31, 2025, 2024, and 2023, comprised of contractual interest expense and amortization of debt issuance costs, was as follows (in thousands):
Years Ended
December 31,
202520242023
Contractual interest expense
0% Convertible Senior Notes due November 2030
$— $— $— 
3.0% Green Convertible Senior Notes due June 2029
12,169 7,111 — 
3.0% Green Convertible Senior Notes due June 2028
16,444 18,975 11,912 
2.5% Green Convertible Senior Notes due August 2025
1,076 4,065 5,750 
$29,689 $30,151 $17,662 
Amortization of the initial purchasers’ discount and other issuance costs
0% Convertible Senior Notes due November 2030
$1,848 $— $— 
3.0% Green Convertible Senior Notes due June 2029
2,614 1,500 — 
3.0% Green Convertible Senior Notes due June 2028
3,393 3,915 2,450 
2.5% Green Convertible Senior Notes due August 2025
368 1,392 1,969 
$8,223 $6,807 $4,419 
Total interest expense related to our notes
0% Convertible Senior Notes due November 2030
$1,848 $— $— 
3.0% Green Convertible Senior Notes due June 2029
14,783 8,611 — 
3.0% Green Convertible Senior Notes due June 2028
19,837 22,890 14,362 
2.5% Green Convertible Senior Notes due August 2025
1,444 5,457 7,719 
$37,912 $36,958 $22,081 
To date, there have been no events necessitating the recognition of special interest expense related to our notes.
The amount of unamortized debt issuance costs of our notes as of December 31, 2025 and 2024, was as follows (in thousands):
December 31,
20252024
Unamortized debt issuance costs
0% Convertible Senior Notes due November 2030
$57,909 $— 
3.0% Green Convertible Senior Notes due June 2029
1,652 11,261 
3.0% Green Convertible Senior Notes due June 2028
1,493 13,389 
2.5% Green Convertible Senior Notes due August 2025
— 615 
$61,054 $25,265 
Schedule of Repayment and Interest Expense
The following table presents details of our outstanding loan principal repayment schedule as of December 31, 2025 (in thousands):
2026$4,153 
2027— 
202899,655 
202975,125 
20302,500,000 
Thereafter— 
$2,678,933 
v3.25.4
Leases (Tables)
 12 Months Ended
Dec. 31, 2025
Leases [Abstract]  
Schedule of Assets and Liabilities Leases
Operating and financing lease right-of-use assets and lease liabilities as of December 31, 2025 and 2024, were as follows (in thousands):
Years Ended
December 31,
20252024
Operating Leases:
Operating lease right-of-use assets, net 1, 2
$108,541 $122,489 
Current operating lease liabilities(22,000)(19,642)
Non-current operating lease liabilities(106,935)(124,523)
Total operating lease liabilities(128,935)(144,165)
Finance Leases:
Finance lease right-of-use assets, net 2, 3, 4
4,932 3,214 
Current finance lease liabilities 5
(1,370)(981)
Non-current finance lease liabilities 6
(3,848)(2,450)
Total finance lease liabilities(5,218)(3,431)
Total lease liabilities$(134,153)$(147,596)
1 These assets primarily include leases for facilities, the Energy Server systems, and vehicles.
2 Net of accumulated amortization.
3 These assets primarily include leases for vehicles.
4 Included in property, plant and equipment, net in the consolidated balance sheets.
5 Included in accrued expenses and other current liabilities in the consolidated balance sheets.
6 Included in other long-term liabilities in the consolidated balance sheets.
Schedule of Lease, Cost
The components of our lease costs for the years ended December 31, 2025, 2024 and 2023, were as follows (in thousands):
Years Ended
December 31,
202520242023
Operating lease costs$31,994 $35,814 $33,190 
Financing lease costs:
Amortization of right-of-use assets665 675 891 
Interest on lease liabilities359 263 273 
Total financing lease costs1,024 938 1,164 
Short-term lease costs2,460 98 517 
Total lease costs$35,478 $36,850 $34,871 
Weighted average remaining lease terms and discount rates for our leases as of December 31, 2025 and 2024, were as follows:
December 31,
20252024
Weighted average remaining lease term:
Operating leases6 years6.7 years
Finance leases3.8 years3.7 years
Weighted average discount rate:
Operating leases10.5 %10.6 %
Finance leases9.0 %9.2 %
Schedule of Finance Lease, Liability, Fiscal Year Maturity
Future lease payments under lease agreements as of December 31, 2025, were as follows (in thousands):
Operating LeasesFinance Leases
2026$34,031 $1,779 
202733,477 1,629 
202828,062 1,300 
202921,425 982 
203019,203 447 
Thereafter41,117 — 
Total minimum lease payments177,315 6,137 
Less: amounts representing interest or imputed interest(48,380)(919)
Present value of lease liabilities$128,935 $5,218 
At December 31, 2025, future lease payments under the Managed Services Agreements financing obligations were as follows (in thousands):
Financing Obligations
2026$23,793 
202717,930 
202812,270 
20297,642 
20305,889 
Thereafter14,008 
Total minimum lease payments81,532 
Less: imputed interest(38,275)
Present value of net minimum lease payments43,257 
Less: current financing obligations(10,196)
Long-term financing obligations$33,061 
Schedule of Lessee, Operating Lease, Liability, Maturity
Future lease payments under lease agreements as of December 31, 2025, were as follows (in thousands):
Operating LeasesFinance Leases
2026$34,031 $1,779 
202733,477 1,629 
202828,062 1,300 
202921,425 982 
203019,203 447 
Thereafter41,117 — 
Total minimum lease payments177,315 6,137 
Less: amounts representing interest or imputed interest(48,380)(919)
Present value of lease liabilities$128,935 $5,218 
At December 31, 2025, future lease payments under the Managed Services Agreements financing obligations were as follows (in thousands):
Financing Obligations
2026$23,793 
202717,930 
202812,270 
20297,642 
20305,889 
Thereafter14,008 
Total minimum lease payments81,532 
Less: imputed interest(38,275)
Present value of net minimum lease payments43,257 
Less: current financing obligations(10,196)
Long-term financing obligations$33,061 
v3.25.4
Stock-Based Compensation and Employee Benefit Plans (Tables)
 12 Months Ended
Dec. 31, 2025
Compensation Related Costs [Abstract]  
Schedule of Employee and Non-Employee Stock-Based Compensation Expense
The following table summarizes the components of stock-based compensation expense in the consolidated statements of operations (in thousands):
 Years Ended
December 31,
 202520242023
Cost of revenue$24,103 $16,579 $17,504 
Research and development32,861 22,150 27,620 
Sales and marketing28,342 11,224 16,415 
General and administrative59,709 33,042 25,556 
$145,015 $82,995 $87,095 
Share-Based Payment Arrangement, Option, Activity
The following table summarizes the stock option activity under our stock plans during the reporting period:
 Outstanding Options
 Number of
Shares		Weighted
Average
Exercise
Price		Remaining
Contractual
Life (Years)		Aggregate
Intrinsic
Value
   (in thousands)
Balances at December 31, 2023
7,247,624 $20.93 3.8$19,446 
Exercised(307,857)7.01 
Granted
1,364,348 9.96 
Forfeited / Expired
(871,294)27.45 
Balances at December 31, 2024
7,432,821 18.72 4.153,453 
Exercised(2,098,714)22.91 
Granted
111,504 22.37 
PSOs adjustment524,879 — 
Forfeited / Expired
(229,207)30.60 
Balances at December 31, 2025
5,741,283 15.92 4.5406,957 
Vested and expected to vest at December 31, 2025
5,505,251 16.14 4.3389,488 
Exercisable at December 31, 2025
4,405,059 $17.58 3.3$305,310 
Schedule of Stock Option Activity
The following table presents the stock activity and the total number of shares available for grant under our stock plans:
 Plan Shares Available
for Grant
  
Balances at December 31, 2023
32,877,906 
Added to plan9,674,114 
Granted(9,933,957)
Cancelled/Forfeited3,371,522 
Expired(726,110)
Balances at December 31, 2024
35,263,475 
Added to plan9,978,870 
Granted(6,651,789)
Cancelled/Forfeited1,333,697 
Expired(214,257)
Balances at December 31, 2025
39,709,996 
Schedule of Weighted-Average Valuation Assumptions We used the following weighted-average assumptions for determination of the Warrant fair value:
Year Ended
December 31, 2025
Risk-free interest rate
3.6%
Expected term (years)
0.5
Expected dividend yield
—
Expected volatility
96.2%
We used the following weighted-average assumptions in applying the Black-Scholes valuation model for determination of the stock options valuation:
Years Ended
December 31,
20252024
Risk-free interest rate
 3.9% - 4.1%
3.7% - 4.4%
Expected term (years)
6.1
6.0
Expected dividend yield
—
—
Expected volatility
93.4% - 93.9%
95.3% - 97.1%
We used the following weighted-average assumptions in applying the Black-Scholes valuation model for determination of the 2018 ESPP share valuation:
Years Ended
December 31,
202520242023
Risk-free interest rate
 3.8% - 5.0%
4.1% - 5.6%
4.9% - 5.6%
Expected term (years)
0.5 - 2.0
0.5 - 2.0
0.5 - 2.0
Expected dividend yield
—
—
—
Expected volatility
66.2% - 115.2%
54.1% - 78.7%
54.1% - 74.1%
Schedule of Stock Award Activity
A summary of our stock awards activity and related information is as follows:
Number of
Awards
Outstanding		Weighted
Average Grant
Date Fair
Value
Unvested Balance at December 31, 2023
9,889,341 $18.25 
Granted8,574,481 15.66 
Vested(3,067,129)19.61 
Forfeited(1,350,228)18.60 
Cancelled
(1,150,000)17.44 
Unvested Balance at December 31, 2024
12,896,465 $16.29 
Granted5,685,777 35.08 
Vested(5,184,791)14.86 
Forfeited(1,104,503)14.55 
Unvested Balance at December 31, 2025
12,292,948 $25.74 
v3.25.4
Related Party Transactions (Tables)
 12 Months Ended
Dec. 31, 2025
Related Party Transactions [Abstract]  
Schedule of Related Party Transactions
Our operations included the following related party transactions (in thousands):
 Years Ended
December 31,
 202520242023
Total revenue from related parties1
$892,035 $338,602 $487,240 
Cost of product revenue2
— 163 133 
General and administrative expenses3
434 683 812 
Interest expense4
101 203 84 
Equity in loss of unconsolidated affiliates5
40,421 — — 
1 Includes total revenue related to (a) the Korean JV, (b) the Fund JVs and (c) SK ecoplant, which was a related party from September 23, 2023 through July 10, 2025.
2 Includes expenses billed by SK ecoplant to the Korean JV for headcount support, maintenance and other services.
3 Includes rent expenses per operating lease agreements entered between the Korean JV and SK ecoplant and miscellaneous expenses billed by SK ecoplant to the Korean JV.
4 Interest expense per two term loans entered into between the Korean JV and SK ecoplant in fiscal year 2023 (see Note 8—Outstanding Loans and Security Agreements, section Non-recourse Debt Facilities in this Annual Report on Form 10-K).
5 Represent equity in loss of the Fund JVs (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
Below is the summary of outstanding related party balances as of December 31, 2025 and 2024 (in thousands):
 December 31,
20252024
   
Accounts receivable$151,932 $93,510 
Contract assets, current
2,967 800 
Prepaid expenses and other current assets
1,247 1,215 
Investments in unconsolidated affiliates10,037 — 
Operating lease right-of-use assets1
— 1,385 
Contract assets, non-current
48,763 — 
Other long-term assets
5,968 8,776 
Accrued warranty
799 1,205 
Accrued expenses and other current liabilities39 3,989 
Deferred revenue and customer deposits, current
6,879 8,857 
Operating lease liabilities, current1
— 442 
Deferred revenue and customer deposits, long-term
— 3,335 
Operating lease liabilities, non-current1
— 977 
Non-recourse debt, non-current2
— 4,057 
Deferred profit in transactions with unconsolidated affiliates
13,928 — 
1 Balances relate to operating leases entered between Korean JV and SK ecoplant.
2 Represents the total balance of two term loans entered into between the Korean JV and SK ecoplant in fiscal year 2023 (see Note 8—Outstanding Loans and Security Agreements, section Non-recourse Debt Facilities in this Annual Report on Form 10-K).
The following are the aggregate carrying values of the Korean JV’s assets and liabilities in our consolidated balance sheets, after eliminations of intercompany transactions and balances, as of December 31, 2025 and 2024 (in thousands):
December 31,
20252024
Assets
Current assets:
Cash and cash equivalents$25,820 $15,767 
Accounts receivable576 2,515 
Inventories33,075 15,020 
Prepaid expenses and other current assets5,688 3,361 
Total current assets65,159 36,663 
Property and equipment, net1,454 1,796 
Operating lease right-of-use assets1,134 1,663 
Other long-term assets210 40 
Total assets$67,957 $40,162 
Liabilities
Current liabilities:
Accounts payable$16,342 $7,693 
Accrued expenses and other current liabilities19,179 2,154 
Operating lease liabilities516 442 
Non-recourse debt4,153 — 
Total current liabilities40,190 10,289 
Operating lease liabilities484 977 
Non-recourse debt— 4,057 
Total liabilities$40,674 $15,323 
v3.25.4
Income Taxes (Tables)
 12 Months Ended
Dec. 31, 2025
Income Tax Disclosure [Abstract]  
Schedule of Income before Income Tax, Domestic and Foreign
The components of loss before the provision for income taxes are as follows (in thousands):
 Years Ended
December 31,
202520242023
United States$(91,633)$(29,969)$(310,243)
Foreign7,229 3,612 4,200 
  Total$(84,404)$(26,357)$(306,043)
Schedule of Components of Income Tax Expense (Benefit)
The provision for income taxes consists of the following (in thousands):
Years Ended
December 31,
202520242023
  
Current:
Federal$— $— $— 
State241 (13)246 
Foreign2,387 1,182 1,640 
Total current2,628 1,169 1,886 
Deferred:
Federal— — — 
State— — — 
Foreign108 (323)8 
Total deferred108 (323)8 
Total provision for income taxes$2,736 $846 $1,894 
Schedule of Effective Income Tax Rate Reconciliation
A reconciliation of the U.S. federal statutory income tax rate to our effective tax rate is as follows (in thousands):
Years Ended
December 31,
202520242023
Amounts%Amounts%Amounts%
U.S. federal statutory income tax rate$(17,725)21.0 %$(5,534)21.0 %$(64,270)21.0 %
Domestic federal
Tax credits
Nontaxable or nondeductible items
Non-deductible compensation15,113 (17.9)%4,654 (17.7)%6,295 (2.1)%
ISO/ESPP disqualifying dispositions(6,544)7.8 %(221)0.8 %(316)0.1 %
Loss on debt borrowings 16,724 (19.8)%5,458 (20.7)%— — %
Loss on SK Equity Transaction— — %— — %11,811 (3.9)%
Other nontaxable or nondeductible items601 (0.7)%403 (1.5)%654 (0.2)%
Excess tax (benefits)/deficits of stock-based compensation(31,552)37.4 %5,992 (22.7)%1,828 (0.6)%
Cross-border tax laws
Global intangible low-taxed income— — %428 (1.6)%86 — %
Changes in valuation allowance25,008 (29.6)%(10,288)39.0 %43,271 (14.1)%
Other
Tax on noncontrolling interest (272)0.3 %(425)1.6 %1,222 (0.4)%
Domestic state and local income taxes, net of federal effect241 (0.3)%(13)— %246 (0.1)%
Foreign tax effects
India
Statutory tax rate difference between India and U.S. 182 (0.2)%290 (1.1)%18 — %
Prior Year return-to-provision true-up375 (0.4)%56 (0.2)%239 (0.1)%
Other 14 — %(68)0.3 %(58)— %
Japan
Change in valuation allowance(407)0.5 %(1,090)4.1 %240 (0.1)%
Prior Year return-to-provision true-up367 (0.4)%1,034 (3.9)%— — %
Other51 (0.1)%188 (0.7)%13 — %
Korea
Statutory tax rate difference between Korea and U.S.496 (0.6)%329 (1.2)%243 (0.1)%
Prior Year return-to-provision true-up(56)0.1 %(287)1.1 %(222)0.1 %
Other51 (0.1)%(25)0.1 %26 — %
Other foreign jurisdictions69 (0.1)%(35)0.1 %568 (0.2)%
Provision for income taxes/Effective tax rate$2,736 (3.2)%$846 (3.2)%$1,894 (0.6)%
1 For the year ended December 31, 2025, state taxes in Massachusetts and West Virginia comprise the majority of the state and local income taxes, net of federal effect category. For the year ended December 31, 2024, state taxes in Massachusetts and New York comprise the majority of the state and local income taxes, net of federal effect category. For the year ended December 31, 2023, state taxes in Oregon and New Jersey comprise the majority of the state and local income taxes, net of federal effect category.
2 None of the remaining foreign jurisdictions for which there are foreign tax effects reconciling items meet the 5% threshold in any of the years presented. There are no additional reconciling items by nature in any of the remaining foreign jurisdictions that meet the 5% threshold in any of the years presented.
Schedule of Cash Flow, Supplemental Disclosures
A reconciliation of the income tax paid table by jurisdictions is as follows (in thousands):
Years Ended
December 31,
202520242023
  
Income Taxes paid (net of refunds)
U.S. federal$— $— $— 
U.S. state and local
Connecticut**94 
Oregon**160 
New York89 **
Other90 86 67 
179 86 322 
Foreign
India906 357 380 
Korea342 825 677 
Japan***
Taiwan173 **
Other106 156 76 
1,527 1,338 1,133 
Total$1,706 $1,424 $1,455 
* The amount of income taxes paid during the year does not meet the 5% disaggregation threshold
Schedule of Deferred Tax Assets and Liabilities
Significant components of our deferred tax assets and liabilities consist of the following (in thousands): 
December 31,
20252024
 
Tax credits and net operating loss carryforwards$623,907 $604,681 
Lease liabilities104,672 103,313 
Research and development expenditures capitalization63,373 71,229 
Accruals and reserves61,781 29,509 
Disallowed Interest expenses26,078 27,873 
Stock-based compensation20,969 18,808 
Depreciation and amortization11,256 14,131 
Investment in partnerships11,173 — 
Deferred revenue9,963 9,603 
Other items—deferred tax assets7,098 2,544 
Gross deferred tax assets940,270 881,691 
Valuation allowance(872,631)(816,257)
Net deferred tax assets67,639 65,434 
Right-of-use assets and leased assets(59,835)(60,043)
Capitalized Commission
(6,024)(3,503)
Gross deferred tax liabilities(65,859)(63,546)
Net deferred tax asset$1,780 $1,888 
Summary of Operating Loss Carryforwards The expiration of federal and California net operating loss carryforwards is summarized as follows (in billions):
 FederalCalifornia
Expire in 2026 - 2030$0.4 $0.3 
Expire in 2031 - 20351.0 0.6 
Expire beginning in 20350.2 0.5 
Carryforward indefinitely0.6 — 
Total$2.3 $1.5 
Summary of Tax Credit Carryforwards
The expiration of the federal and California credit carryforwards is summarized as follows (in millions):
FederalCalifornia
Expire in 2026 - 2030$6.3 $— 
Expire in 2031 - 203511.7 — 
Expire beginning in 203536.5 — 
Carryforward indefinitely— 21.8 
Total$54.5 $21.8 
Schedule of Unrecognized Tax Benefits
A reconciliation of the beginning and ending amounts of unrecognized tax benefits were as follows (in thousands):
Years Ended
December 31,
202520242023
Unrecognized tax benefits beginning balance$63,951 $58,157 $48,389 
Gross decrease for tax positions of prior year
(326)(145)(152)
Gross increase for tax positions of prior year
— — 1,307 
Gross increase for tax positions of current year6,655 5,939 8,613 
Unrecognized tax benefits end balance$70,280 $63,951 $58,157 
v3.25.4
Net Loss per Share Available to Common Stockholders (Tables)
 12 Months Ended
Dec. 31, 2025
Earnings Per Share [Abstract]  
Schedule of Earnings Per Share, Basic and Diluted
The following table sets forth the computation of our net loss per share available to common stockholders, basic and diluted (in thousands, except per share amounts):
Years Ended
December 31,
 202520242023
Numerator:
Net loss available to common stockholders
$(88,434)$(29,227)$(302,116)
Denominator:
Weighted average shares of common stock, basic and diluted240,402 227,365 212,681 
Net loss per share available to common stockholders, basic and diluted
$(0.37)$(0.13)$(1.42)
Schedule of Antidilutive Securities Excluded from Computation of Diluted Net Loss Per Share
The following common stock equivalents were excluded from the computation of our net loss per share available to common stockholders, diluted, for the years presented as their inclusion would have been antidilutive (in thousands):
 Years Ended
December 31,
 202520242023
 
Convertible notes53,174 55,020 35,327 
Redeemable convertible preferred stock— — 9,795 
Stock options and awards16,199 6,325 4,011 
69,373 61,345 49,133 
v3.25.4
Nature of Business, Liquidity and Basis of Presentation (Details)
$ in Thousands
 1 Months Ended 12 Months Ended
Nov. 04, 2025
USD ($)
shares
Oct. 30, 2025
USD ($)
May 07, 2025
USD ($)
May 29, 2024
USD ($)
Jun. 01, 2023
USD ($)
May 16, 2023
USD ($)
May 15, 2023
USD ($)
Dec. 31, 2024
USD ($)
Aug. 31, 2020
USD ($)
Dec. 31, 2025
USD ($)
site
country
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
t
Dec. 19, 2025
USD ($)
Aug. 27, 2025
USD ($)
Aug. 15, 2025
USD ($)
Jun. 30, 2024
Mar. 29, 2024
USD ($)
Subsidiary, Sale of Stock [Line Items]                                  
Number of hydrogen produced per day | t                       2.4          
Number of sites served | site                   1,100              
Number of countries in which company has global sites | country                   9              
Net cash provided by (used in) operating activities                   $ 113,949 $ 91,998 $ (372,531)          
Long-term debt               $ 1,128,792   2,617,879 1,128,792            
Short-term debt               114,400   4,200 114,400            
Long-term portion of debt               1,014,407   2,613,726 1,014,407            
Interest payable               3,927   913 3,927            
Loss on extinguishment of debt                   32,340 27,182 $ 4,288          
Unpaid principal balance               1,154,057   $ 2,678,933 $ 1,154,057            
Government assistance, award amount                                 $ 75,300
Sales Revenue, Net | Customer Concentration Risk | Customer One                                  
Subsidiary, Sale of Stock [Line Items]                                  
Concentration risk, percentage                   43.00% 23.00% 37.00%          
Sales Revenue, Net | Customer Concentration Risk | Customer Two                                  
Subsidiary, Sale of Stock [Line Items]                                  
Concentration risk, percentage                   13.00% 16.00% 26.00%          
Sales Revenue, Net | Customer Concentration Risk | Customer Three                                  
Subsidiary, Sale of Stock [Line Items]                                  
Concentration risk, percentage                   12.00% 14.00%            
Accounts Receivable | Customer Concentration Risk | Customer One                                  
Subsidiary, Sale of Stock [Line Items]                                  
Concentration risk, percentage                   41.00% 28.00%            
Accounts Receivable | Customer Concentration Risk | Customer Two                                  
Subsidiary, Sale of Stock [Line Items]                                  
Concentration risk, percentage                   17.00% 28.00%            
Accounts Receivable | Customer Concentration Risk | Customer Three                                  
Subsidiary, Sale of Stock [Line Items]                                  
Concentration risk, percentage                   15.00% 20.00%            
3.0% Green Convertible Senior Notes due June 2028                                  
Subsidiary, Sale of Stock [Line Items]                                  
Redemption price, percentage                   130.00%              
Capped Calls                                  
Subsidiary, Sale of Stock [Line Items]                                  
Net proceeds received             $ 54,500                    
Total recourse debt                                  
Subsidiary, Sale of Stock [Line Items]                                  
Long-term debt               1,124,735   $ 2,613,726 $ 1,124,735            
Long-term portion of debt               1,010,350   2,613,726 1,010,350            
Unpaid principal balance               1,150,000   2,674,780 1,150,000            
Total non-recourse debt                                  
Subsidiary, Sale of Stock [Line Items]                                  
Long-term debt               4,057   4,153 4,057            
Long-term portion of debt               4,057   0 4,057            
Unpaid principal balance               4,057   4,153 4,057            
Senior Secured Notes                                  
Subsidiary, Sale of Stock [Line Items]                                  
Debt conversion, original debt, amount   $ 975,900                              
Interest payable   12,400                              
Debt conversion, converted instrument, amount   $ 988,400                              
Loss on extinguishment of debt                   32,300              
Senior Secured Notes | 3.0% Green Convertible Senior Notes due June 2028                                  
Subsidiary, Sale of Stock [Line Items]                                  
Long-term portion of debt               $ 619,111   $ 98,162 $ 619,111            
Interest rate               3.00%   3.00% 3.00%            
Aggregate principal amount issued           $ 632,500                      
Net proceeds received           $ 612,800                      
Debt conversion, original debt, amount $ 532,800                                
Interest payable 6,800                                
Debt conversion, converted instrument, amount $ 539,600                                
Unpaid principal balance               $ 632,500   $ 99,655 $ 632,500            
Conversion of securities (in shares) | shares 24,302,183                                
Senior Secured Notes | 10.25% Senior Secured Notes due March 2027                                  
Subsidiary, Sale of Stock [Line Items]                                  
Interest rate         10.25%                        
Net proceeds received         $ 60,900                        
Redemption price, percentage         104.00%                        
Senior Secured Notes | 3.0% Green Convertible Senior Notes due June 2029                                  
Subsidiary, Sale of Stock [Line Items]                                  
Long-term portion of debt               391,239   $ 73,473 391,239            
Interest rate                   3.00%              
Aggregate principal amount issued       $ 402,500                          
Net proceeds received       389,700                          
Debt instrument, covenant, event of default, special interest received by noteholders, not to exceed                   0.50%              
Debt conversion, original debt, amount $ 443,100                                
Interest payable 5,600                                
Debt conversion, converted instrument, amount $ 448,800   $ 115,700                            
Unpaid principal balance               402,500   $ 75,125 402,500            
Conversion of securities (in shares) | shares 18,105,762                                
Senior Secured Notes | 2.5% Green Convertible Senior Notes due August 2025                                  
Subsidiary, Sale of Stock [Line Items]                                  
Long-term portion of debt               $ 0     $ 0            
Interest rate               2.50%   2.50% 2.50%            
Aggregate principal amount issued       $ 141,800         $ 230,000                
Net proceeds received                 $ 220,100                
Redemption price, percentage               130.00%                  
Debt instrument, covenant, event of default, special interest received by noteholders, not to exceed       50.00%                          
Debt instrument, repurchased notes percentage       1.226                       1.226  
Debt conversion, original debt, amount     112,800                            
Interest payable     $ 700                            
Loss on extinguishment of debt       $ 27,200                          
Unpaid principal balance               $ 115,000     $ 115,000       $ 2,200    
Senior Secured Notes | 0% Convertible Senior Notes due November 2030                                  
Subsidiary, Sale of Stock [Line Items]                                  
Long-term portion of debt                   $ 2,442,091              
Interest rate                   0.00%              
Aggregate principal amount issued $ 2,500,000                                
Net proceeds received $ 2,440,200                                
Unpaid principal balance                   $ 2,500,000              
Notes | 2.5% Green Convertible Senior Notes due August 2025                                  
Subsidiary, Sale of Stock [Line Items]                                  
Secured long-term debt, noncurrent       $ 115,000                          
Line of Credit | Revolving Credit Facility                                  
Subsidiary, Sale of Stock [Line Items]                                  
Maximum borrowing capacity                         $ 600,000        
Line of Credit | Letter of Credit                                  
Subsidiary, Sale of Stock [Line Items]                                  
Maximum borrowing capacity               $ 100,000     $ 100,000   $ 90,000        
Asia Pacific | Sales Revenue, Net | Geographic Concentration Risk                                  
Subsidiary, Sale of Stock [Line Items]                                  
Concentration risk, percentage                   81.00% 74.00% 70.00%          
Financing Structure                                  
Subsidiary, Sale of Stock [Line Items]                                  
Equity method investment, maximum amount of investment                   $ 5,000,000       $ 5,000,000      
v3.25.4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($)
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Advertising and promotion expenses $ 2,500,000 $ 1,400,000 $ 0
Impairment of assets $ 12,669,000 0 130,088,000
PSUs      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Requisite service period 3 years    
Variable Interest Entity, Primary Beneficiary      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Impairment of assets $ 14,800,000 87,000,000.0 2,300,000
Variable Interest Entity, Primary Beneficiary | Electrolyzer Assets      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Impairment of assets 2,100,000    
Variable Interest Entity, Primary Beneficiary | Manufacturing and Infrastructure Assets      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Impairment of assets 9,700,000    
Variable Interest Entity, Primary Beneficiary | Supporting Development and Warehouse Activity      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Impairment of assets $ 3,000,000.0    
Variable Interest Entity, Primary Beneficiary | PPA Company 5      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Impairment of assets     123,700,000
Minimum      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Incentives received by the Company 1.00%    
Minimum | Stock options and awards      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Requisite service period 3 years    
Minimum | RSUs      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Requisite service period 3 years    
Maximum      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Incentives received by the Company 10.00%    
Maximum | Stock options and awards      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Requisite service period 4 years    
Maximum | RSUs      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Requisite service period 4 years    
Maximum | PSUs      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Requisite service period 3 years    
Electricity      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Revenue from contracts that contain leases $ 22,380,000 $ 32,462,000 64,688,000
Power Purchase Agreement Program Leases | Electricity      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Revenue from contracts that contain leases     14,300,000
Power Purchase Agreement Program Leases | Service      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Revenue from contracts that contain leases     $ 3,100,000
v3.25.4
Summary of Significant Accounting Policies - Estimated Depreciable Lives (Details)
Dec. 31, 2025
Minimum | Energy Server systems  
Property, Plant and Equipment [Line Items]  
Estimated depreciable life 15 years
Minimum | Computers, software and hardware  
Property, Plant and Equipment [Line Items]  
Estimated depreciable life 3 years
Minimum | Vehicles, machinery and equipment  
Property, Plant and Equipment [Line Items]  
Estimated depreciable life 5 years
Minimum | Furniture and fixtures  
Property, Plant and Equipment [Line Items]  
Estimated depreciable life 3 years
Minimum | Leasehold improvements  
Property, Plant and Equipment [Line Items]  
Estimated depreciable life 1 year
Maximum | Energy Server systems  
Property, Plant and Equipment [Line Items]  
Estimated depreciable life 21 years
Maximum | Computers, software and hardware  
Property, Plant and Equipment [Line Items]  
Estimated depreciable life 5 years
Maximum | Vehicles, machinery and equipment  
Property, Plant and Equipment [Line Items]  
Estimated depreciable life 10 years
Maximum | Furniture and fixtures  
Property, Plant and Equipment [Line Items]  
Estimated depreciable life 5 years
Maximum | Leasehold improvements  
Property, Plant and Equipment [Line Items]  
Estimated depreciable life 10 years
Maximum | Buildings  
Property, Plant and Equipment [Line Items]  
Estimated depreciable life 35 years
v3.25.4
Revenue Recognition - Contract Balances (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Revenue from Contract with Customer [Abstract]      
Accounts receivable $ 371,796 $ 335,841  
Contract assets 241,186 145,162 $ 41,366
Customer deposits 78,207 220,115  
Deferred revenue $ 65,608 $ 66,304  
v3.25.4
Revenue Recognition - Narrative (Details) - USD ($)
$ / shares in Units, $ in Millions
 12 Months Ended
Dec. 31, 2025
Oct. 28, 2025
Disaggregation of Revenue [Line Items]    
Fair value increase $ 15.9  
Freestanding Warrant    
Disaggregation of Revenue [Line Items]    
Class of warrant or right, number of securities called by warrants or rights (in shares)   3,531,073
Class of warrant or right, exercise price of warrants or rights (in dollars per share)   $ 113.28
Warrants and rights outstanding 55.9  
Product    
Disaggregation of Revenue [Line Items]    
Unsatisfied performance obligations 394.4  
Product | Freestanding Warrant    
Disaggregation of Revenue [Line Items]    
Fair value adjustment of warrants $ 15.8  
Product | Minimum    
Disaggregation of Revenue [Line Items]    
Revenue remaining performance obligation, unsatisfied, period 1 year  
Product | Maximum    
Disaggregation of Revenue [Line Items]    
Revenue remaining performance obligation, unsatisfied, period 2 years  
Service    
Disaggregation of Revenue [Line Items]    
Unsatisfied performance obligations $ 25.0  
Service | Minimum    
Disaggregation of Revenue [Line Items]    
Revenue remaining performance obligation, unsatisfied, period 1 year  
Service | Maximum    
Disaggregation of Revenue [Line Items]    
Revenue remaining performance obligation, unsatisfied, period 26 years  
Installation | Freestanding Warrant    
Disaggregation of Revenue [Line Items]    
Fair value adjustment of warrants $ 0.1  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01    
Disaggregation of Revenue [Line Items]    
Revenue, remaining performance obligation, expected timing of satisfaction, period 21 years  
v3.25.4
Revenue Recognition - Contract Assets (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Contract With Customer, Asset, After Allowance for Credit Loss [Roll Forward]    
Beginning balance $ 145,162 $ 41,366
Transferred to accounts receivable from contract assets recognized at the beginning of the period, net of other adjustments (102,767) (34,314)
Revenue recognized and not billed as of the end of the period 182,844 128,479
Other Adjustments 15,947 9,631
Ending balance $ 241,186 145,162
Future billing payment   $ 9,600
v3.25.4
Revenue Recognition - Contract Liabilities (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Contract With Customer, Liability, Deferred Revenue [Roll Forward]    
Beginning balance $ 66,304 $ 72,328
Additions 1,497,242 1,142,599
Revenue recognized (1,497,938) (1,148,623)
Ending balance $ 65,608 $ 66,304
v3.25.4
Revenue Recognition - Revenue by Source (Details)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
USD ($)
category
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Disaggregation of Revenue [Line Items]      
Number of revenue streams | category 4    
Total revenue from contracts with customers $ 2,001,614 $ 1,441,394 $ 1,268,782
Total revenue [1] 2,023,994 1,473,856 1,333,470
Product revenue      
Disaggregation of Revenue [Line Items]      
Total revenue from contracts with customers 1,531,281 1,085,153 975,245
Total revenue [1] 1,531,281 1,085,153 975,245
Installation revenue      
Disaggregation of Revenue [Line Items]      
Total revenue from contracts with customers 204,068 122,318 92,796
Total revenue [1] 204,068 122,318 92,796
Service revenue      
Disaggregation of Revenue [Line Items]      
Total revenue from contracts with customers 228,295 213,542 183,065
Total revenue [1] 228,295 213,542 183,065
Electricity revenue      
Disaggregation of Revenue [Line Items]      
Total revenue from contracts with customers 37,970 20,381 17,676
Revenue from contracts that contain leases 22,380 32,462 64,688
Total revenue [1] $ 60,350 $ 52,843 $ 82,364
[1] Including related party revenue of $892.0 million, $338.6 million and $487.2 million for the years ended December 31, 2025, 2024 and 2023, respectively.
v3.25.4
Revenue Recognition - Schedule of Weighted-Average Valuation Assumptions (Details) - Freestanding Warrant
 12 Months Ended
Dec. 31, 2025
Disaggregation of Revenue [Line Items]  
Risk-free interest rate 3.60%
Expected term (years) 6 months
Expected dividend yield 0.00%
Expected volatility 96.20%
v3.25.4
Financial Instruments - Cash and Cash Equivalents and Restricted Cash (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Debt Securities, Available-for-sale [Line Items]        
Cash and cash equivalents [1] $ 2,454,108 $ 802,851    
Restricted cash 27,472 148,120    
Cash, cash equivalents and restricted cash 2,481,580 950,971 $ 745,178 $ 518,366
Cash        
Debt Securities, Available-for-sale [Line Items]        
Cash, cash equivalents and restricted cash 94,997 201,613    
Money market funds        
Debt Securities, Available-for-sale [Line Items]        
Cash, cash equivalents and restricted cash $ 2,386,583 $ 749,358    
[1] We have variable interest entity related to a joint venture in the Republic of Korea (see Note 12—Related Party Transactions in this Annual Report on Form 10-K), which represents a portion of the consolidated balances recorded within these financial statement line items.
v3.25.4
Financial Instruments - Restricted Cash (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Cash and Cash Equivalents [Abstract]    
Restricted cash, current $ 1,973 $ 110,622
Restricted cash, non-current 25,499 37,498
Restricted cash $ 27,472 $ 148,120
v3.25.4
Financial Instruments - Narrative (Details)
$ in Thousands
 1 Months Ended 12 Months Ended
Dec. 31, 2024
USD ($)
MW
Dec. 31, 2025
USD ($)
Dec. 31, 2024
USD ($)
MW
Dec. 31, 2023
USD ($)
Dec. 19, 2025
USD ($)
Cash and Cash Equivalents [Line Items]          
Energy servers portfolio, power | MW 100   100    
Restricted cash $ 148,120 $ 27,472 $ 148,120    
Cash proceeds from derecognition of accounts receivable   0 184,200 $ 291,400  
Allowance for credit losses     4,000 $ 5,500  
PPA IIIB          
Cash and Cash Equivalents [Line Items]          
Restricted cash   $ 6,700      
Letter of Credit | Line of Credit          
Cash and Cash Equivalents [Line Items]          
Maximum borrowing capacity $ 100,000   $ 100,000   $ 90,000
v3.25.4
Fair Value - Financial Assets and Liabilities Measured at Fair Value (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Assets    
Money market funds $ 2,386,583 $ 749,358
Liabilities    
Embedded EPP derivatives 5,607 5,070
Level 1    
Assets    
Money market funds 2,386,583 749,358
Liabilities    
Embedded EPP derivatives 0 0
Level 2    
Assets    
Money market funds 0 0
Liabilities    
Embedded EPP derivatives 0 0
Level 3    
Assets    
Money market funds 0 0
Liabilities    
Embedded EPP derivatives $ 5,607 $ 5,070
v3.25.4
Fair Value - Change in Level 3 Financial Assets (Details) - Embedded EPP derivatives - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]    
Beginning balance $ 5,070 $ 4,376
Changes in fair value 537 694
Ending balance $ 5,607 $ 5,070
v3.25.4
Fair Value - Narrative (Details)
$ in Thousands
 1 Months Ended
Nov. 04, 2025
USD ($)
shares
Oct. 30, 2025
USD ($)
May 07, 2025
USD ($)
May 29, 2024
USD ($)
May 16, 2023
USD ($)
Aug. 31, 2020
USD ($)
Dec. 31, 2025
USD ($)
Aug. 15, 2025
USD ($)
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]                    
Unpaid principal balance             $ 2,678,933   $ 1,154,057  
Senior Secured Notes                    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]                    
Debt conversion, original debt, amount   $ 975,900                
Debt conversion, converted instrument, amount   $ 988,400                
2.5% Green Convertible Senior Notes due August 2025 | Senior Secured Notes                    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]                    
Interest rate             2.50%   2.50%  
Debt conversion, original debt, amount     $ 112,800              
Unpaid principal balance               $ 2,200 $ 115,000  
Aggregate principal amount issued       $ 141,800   $ 230,000        
Net proceeds received           $ 220,100        
3.0% Green Convertible Senior Notes due June 2029 | Senior Secured Notes                    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]                    
Interest rate             3.00%      
Debt conversion, original debt, amount $ 443,100                  
Debt conversion, converted instrument, amount $ 448,800   $ 115,700              
Unpaid principal balance             $ 75,125   $ 402,500  
Aggregate principal amount issued       402,500            
Net proceeds received       $ 389,700            
Conversion of securities (in shares) | shares 18,105,762                  
0% Convertible Senior Notes due November 2030 | Senior Secured Notes                    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]                    
Interest rate             0.00%      
Unpaid principal balance             $ 2,500,000      
Aggregate principal amount issued $ 2,500,000                  
Net proceeds received 2,440,200                  
3.0% Green Convertible Senior Notes due June 2028 | Senior Secured Notes                    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]                    
Interest rate             3.00%   3.00%  
Debt conversion, original debt, amount 532,800                  
Debt conversion, converted instrument, amount $ 539,600                  
Unpaid principal balance             $ 99,655   $ 632,500  
Aggregate principal amount issued         $ 632,500          
Net proceeds received         $ 612,800          
Conversion of securities (in shares) | shares 24,302,183                  
Embedded EPP derivatives                    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]                    
Derivative fair value             $ 5,607   $ 5,070 $ 4,376
Measurement Input, Long-term Revenue Growth Rate | Valuation Technique, Option Pricing Model                    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]                    
Embedded derivative liability, unobservable inputs             0.07   0.07  
Measurement Input, Price Volatility | Valuation Technique, Option Pricing Model                    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]                    
Embedded derivative liability, unobservable inputs             0.15   0.15  
v3.25.4
Fair Value - Estimated Fair Values and Carrying Values for Customer Receivables and Debt Instruments (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
0% Convertible Senior Notes due November 2030 | Senior Secured Notes    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Interest Rate 0.00%  
0% Convertible Senior Notes due November 2030 | Net Carrying Value | Senior Secured Notes    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total $ 2,442,091 $ 0
0% Convertible Senior Notes due November 2030 | Fair Value | Senior Secured Notes    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total $ 2,140,536 0
3.0% Green Convertible Senior Notes due June 2029 | Senior Secured Notes    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Interest Rate 3.00%  
3.0% Green Convertible Senior Notes due June 2029 | Net Carrying Value | Senior Secured Notes    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total $ 73,473 391,239
3.0% Green Convertible Senior Notes due June 2029 | Fair Value | Senior Secured Notes    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total $ 313,740 $ 532,789
3.0% Green Convertible Senior Notes due June 2028 | Senior Secured Notes    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Interest Rate 3.00% 3.00%
3.0% Green Convertible Senior Notes due June 2028 | Net Carrying Value | Senior Secured Notes    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total $ 98,162 $ 619,111
3.0% Green Convertible Senior Notes due June 2028 | Fair Value | Senior Secured Notes    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total $ 456,764 $ 872,344
2.5% Green Convertible Senior Notes due August 2025 | Senior Secured Notes    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Interest Rate 2.50% 2.50%
2.5% Green Convertible Senior Notes due August 2025 | Net Carrying Value | Senior Secured Notes    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total $ 0 $ 114,385
2.5% Green Convertible Senior Notes due August 2025 | Fair Value | Senior Secured Notes    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total $ 0 $ 163,875
4.6% Term Loan due October 2026 | Term loan    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Interest Rate 4.60% 4.60%
4.6% Term Loan due October 2026 | Net Carrying Value | Term loan    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total $ 2,769 $ 2,705
4.6% Term Loan due October 2026 | Fair Value | Term loan    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total $ 3,009 $ 2,856
4.6% Term Loan due April 2026 | Term loan    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Interest Rate 4.60% 4.60%
4.6% Term Loan due April 2026 | Net Carrying Value | Term loan    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total $ 1,384 $ 1,352
4.6% Term Loan due April 2026 | Fair Value | Term loan    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Total $ 1,550 $ 1,482
v3.25.4
Balance Sheet Components - Inventories, Net (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Property, Plant and Equipment [Line Items]    
Raw materials $ 351,757 $ 315,735
Work-in-progress 125,036 79,601
Finished goods 166,513 149,320
Inventory, net [1] 643,306 544,656
Inventory reserves 39,300 $ 15,900
Electrolyzer Inventory    
Property, Plant and Equipment [Line Items]    
Inventory reserves $ 19,700  
[1] We have variable interest entity related to a joint venture in the Republic of Korea (see Note 12—Related Party Transactions in this Annual Report on Form 10-K), which represents a portion of the consolidated balances recorded within these financial statement line items.
v3.25.4
Balance Sheet Components - Prepaid Expense and Other Current Assets (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Prepaid hardware and software maintenance $ 6,327 $ 7,972
Interest receivable 6,029 1,316
Prepaid corporate insurance 5,182 6,774
Prepaid managed services 4,705 5,230
Tax receivables 4,509 4,981
Prepaid deferred commissions 3,049 1,123
Receivables from employees 2,507 3,259
Deferred expenses 1,559 1,215
Prepaid workers compensation 796 620
Deposits made 376 348
Prepaid medical insurance 232 177
Other prepaid expenses and other current assets 14,534 13,188
Total prepaid expenses and other current assets [1],[2] $ 49,805 $ 46,203
[1] We have variable interest entity related to a joint venture in the Republic of Korea (see Note 12—Related Party Transactions in this Annual Report on Form 10-K), which represents a portion of the consolidated balances recorded within these financial statement line items.
[2] Including amount from related parties of $1.2 million and $1.2 million as of December 31, 2025 and 2024, respectively.
v3.25.4
Balance Sheet Components - Property, Plant and Equipment (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross $ 681,099 $ 672,851
Less: accumulated depreciation (282,592) (269,376)
Property, plant and equipment, net [1] 398,507 403,475
Vehicles, machinery and equipment    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 203,731 200,004
Energy Server systems    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 165,629 165,629
Leasehold improvements    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 129,665 122,413
Construction-in-progress    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 83,067 86,731
Buildings    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 53,156 53,221
Computers, software and hardware    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 34,761 33,910
Furniture and fixtures    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross $ 11,090 $ 10,943
[1] We have variable interest entity related to a joint venture in the Republic of Korea (see Note 12—Related Party Transactions in this Annual Report on Form 10-K), which represents a portion of the consolidated balances recorded within these financial statement line items.
v3.25.4
Balance Sheet Components - Narrative (Details)
 1 Months Ended 12 Months Ended
Dec. 31, 2024
MW
Aug. 31, 2023
MW
Dec. 31, 2025
USD ($)
Dec. 31, 2024
USD ($)
MW
Dec. 31, 2023
USD ($)
Property Subject to or Available for Operating Lease [Line Items]          
Depreciation and amortization     $ 50,566,000 $ 53,048,000 $ 62,609,000
Energy servers portfolio, power | MW 100     100  
Payments for repurchase of energy servers       $ 144,100,000  
Impairment of assets     12,669,000 0 130,088,000
Cost of revenue          
Property Subject to or Available for Operating Lease [Line Items]          
Impairment of assets     11,800,000    
Research and development          
Property Subject to or Available for Operating Lease [Line Items]          
Impairment of assets     3,000,000.0    
Manufacturing and Infrastructure and Facility Assets          
Property Subject to or Available for Operating Lease [Line Items]          
Impairment of assets     12,700,000    
Variable Interest Entity, Primary Beneficiary          
Property Subject to or Available for Operating Lease [Line Items]          
Operating leases, depreciation expense     0 0 10,900,000
Impairment of assets     14,800,000 87,000,000.0 2,300,000
Variable Interest Entity, Primary Beneficiary | Electrolyzer Assets          
Property Subject to or Available for Operating Lease [Line Items]          
Impairment of assets     2,100,000    
Variable Interest Entity, Primary Beneficiary | Old Energy Server | PPA Company 5          
Property Subject to or Available for Operating Lease [Line Items]          
Energy servers portfolio, power | MW   37.1      
Property, plant and equipment          
Property Subject to or Available for Operating Lease [Line Items]          
Depreciation and amortization     $ 50,600,000 $ 53,000,000.0 $ 62,600,000
v3.25.4
Balance Sheet Components - Other Long-Term Assets (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Deferred commissions $ 19,109 $ 13,372
Deferred expenses 8,111 8,776
Deferred financing costs 3,412 0
Deposits made 3,001 3,123
Long-term lease receivable 2,193 3,159
Deferred tax asset 1,780 1,888
Prepaid managed services 1,316 1,317
Prepaid and other long-term assets 18,281 14,501
Other long-term assets [1],[2] $ 57,203 $ 46,136
[1] We have variable interest entity related to a joint venture in the Republic of Korea (see Note 12—Related Party Transactions in this Annual Report on Form 10-K), which represents a portion of the consolidated balances recorded within these financial statement line items.
[2] Including amounts from related parties of $6.0 million and $8.8 million as of December 31, 2025 and 2024, respectively
v3.25.4
Balance Sheet Components - Accrued Warranty and Product Performance Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Product performance $ 16,791 $ 13,697
Product warranty 3,222 2,862
Accrued warranty liabilities $ 20,013 $ 16,559
v3.25.4
Balance Sheet Components - Standard Product Warranty Liability (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Movement in Standard Product Warranty Accrual [Roll Forward]    
Accrued warranty and product performance liabilities, beginning balance $ 16,559 $ 19,326
Accrued warranty, net and product performance liabilities 21,413 18,407
Product performance expenditures during the year (17,959) (21,174)
Accrued warranty and product performance liabilities, ending balance $ 20,013 $ 16,559
v3.25.4
Balance Sheet Components - Accrued Other Current Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Compensation and benefits $ 97,571 $ 67,682
General invoice and purchase order accruals 76,909 43,652
Accrued installation 14,278 1,660
Sales-related liabilities 12,031 4,714
Sales tax liabilities 10,054 10,215
Accrued legal expenses 2,599 1,198
Provision for income tax 2,115 784
Accrued consulting expenses 1,475 1,254
Finance lease liability 1,370 981
Current portion of derivative liabilities 1,353 482
Interest payable 913 3,927
Accrued restructuring costs 482 341
Interim VAT liability 281 1,109
Other 823 451
Accrued other current liabilities [1],[2] $ 222,254 $ 138,450
[1] Including amounts from related parties of $0.04 million and $4.0 million as of December 31, 2025 and 2024, respectively.
[2] We have variable interest entity related to a joint venture in the Republic of Korea (see Note 12—Related Party Transactions in this Annual Report on Form 10-K), which represents a portion of the consolidated balances recorded within these financial statement line items.
v3.25.4
Balance Sheet Components - Preferred Stock (Details) - $ / shares
Dec. 31, 2025
Dec. 31, 2024
Class of Stock [Line Items]    
Preferred stock, authorized (in shares) 20,000,000 20,000,000
Preferred stock, issued (in shares) 0 0
Preferred stock, outstanding (in shares) 0 0
Series B Redeemable Convertible Preferred Stock    
Class of Stock [Line Items]    
Preferred stock, authorized (in shares) 13,491,701 13,491,701
Preferred stock, par or stated (in dollars per share) $ 0.0001 $ 0.0001
v3.25.4
Balance Sheet Components - Conversion of Class B Common Stock (Details)
Jul. 27, 2023
shares
Jul. 23, 2023
vote
$ / shares
shares
Class B common stock    
Class of Stock [Line Items]    
Number of votes per share | $ / shares   10
Class A Common Stock    
Class of Stock [Line Items]    
Number of votes per share | vote   1
Debt conversion, shares issued (in shares) | shares 1 1
v3.25.4
Investments in Unconsolidated Affiliates - Narrative (Details)
$ in Thousands
 12 Months Ended
Oct. 28, 2025
joint_venture
Dec. 31, 2025
USD ($)
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Aug. 31, 2025
Aug. 27, 2025
USD ($)
Schedule of Equity Method Investments [Line Items]            
Number of joint ventures | joint_venture 2          
Investments in unconsolidated affiliates [1]   $ 10,037 $ 0      
Deferred profit in transactions with unconsolidated affiliates [2]   13,928 0      
Equity in loss of unconsolidated affiliates [3]   40,421 $ 0 $ 0    
Financing Structure            
Schedule of Equity Method Investments [Line Items]            
Equity method investment, maximum amount of investment   $ 5,000,000       $ 5,000,000
Equity method investment, term           5 years
Short Term AI Fund            
Schedule of Equity Method Investments [Line Items]            
Equity method investment, maximum term 5 years          
Equity method investment, maximum percent of equity amount 9.90%          
Long Term AI Fund            
Schedule of Equity Method Investments [Line Items]            
Equity method investment, maximum percent of investment amount 2.00%          
Brookfield            
Schedule of Equity Method Investments [Line Items]            
Interest owns percentage   15.00%     15.00%  
Fund JVs            
Schedule of Equity Method Investments [Line Items]            
Equity method investment, unfunded investment commitment   $ 58,200        
Equity method investment, maximum exposure on loss   45,700        
Investments in unconsolidated affiliates   10,000        
Equity method investment, remaining unfunded capital commitments   21,700        
Deferred profit in transactions with unconsolidated affiliates   13,900        
Equity in loss of unconsolidated affiliates   $ 40,400        
[1] Represent related party investments in Fund JVs (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
[2] Represent the excess of unrealized profit from sales to the Fund JVs over the carrying value of the related equity‑method investments (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
[3] Represent related party equity in loss of the Fund JVs (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
v3.25.4
Investments in Unconsolidated Affiliates - Schedule of Interest Entities (Details)
Dec. 31, 2025
Aug. 31, 2025
Bolt US Class A JVCo LLC    
Schedule of Equity Method Investments [Line Items]    
Interest owns percentage 9.90%  
Bolt US JVCo LLC    
Schedule of Equity Method Investments [Line Items]    
Interest owns percentage 9.90%  
Brookfield    
Schedule of Equity Method Investments [Line Items]    
Interest owns percentage 15.00% 15.00%
v3.25.4
Investments in Unconsolidated Affiliates - Changes In Investments Balance (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Equity Method Investments and Joint Ventures [Roll Forward]      
Beginning balance [1] $ 0    
Current period investment in unconsolidated affiliates 36,491    
Equity in loss of unconsolidated affiliates [2] 40,421 $ 0 $ 0
Deferred profit in transactions with unconsolidated affiliates [3] 13,928 0  
Accrued expenses and other current liabilities 39    
Ending balance [1] $ 10,037 $ 0  
[1] Represent related party investments in Fund JVs (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
[2] Represent related party equity in loss of the Fund JVs (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
[3] Represent the excess of unrealized profit from sales to the Fund JVs over the carrying value of the related equity‑method investments (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
v3.25.4
Outstanding Loans and Security Agreements - Schedule of Debt (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Aug. 15, 2025
Dec. 31, 2024
Debt Instrument [Line Items]      
Unpaid Principal Balance $ 2,678,933   $ 1,154,057
Current 4,153   114,385
Long- Term 2,613,726   1,014,407
Total 2,617,879   1,128,792
Total recourse debt      
Debt Instrument [Line Items]      
Unpaid Principal Balance 2,674,780   1,150,000
Current 0   114,385
Long- Term 2,613,726   1,010,350
Total 2,613,726   1,124,735
Total non-recourse debt      
Debt Instrument [Line Items]      
Unpaid Principal Balance 4,153   4,057
Current 4,153   0
Long- Term 0   4,057
Total $ 4,153   4,057
0% Convertible Senior Notes due November 2030 | Senior Secured Notes      
Debt Instrument [Line Items]      
Interest Rate 0.00%    
Unpaid Principal Balance $ 2,500,000    
Current 0    
Long- Term 2,442,091    
0% Convertible Senior Notes due November 2030 | Senior Secured Notes | Net Carrying Value      
Debt Instrument [Line Items]      
Total $ 2,442,091   0
3.0% Green Convertible Senior Notes due June 2029 | Senior Secured Notes      
Debt Instrument [Line Items]      
Interest Rate 3.00%    
Unpaid Principal Balance $ 75,125   402,500
Current 0   0
Long- Term 73,473   391,239
3.0% Green Convertible Senior Notes due June 2029 | Senior Secured Notes | Net Carrying Value      
Debt Instrument [Line Items]      
Total $ 73,473   $ 391,239
3.0% Green Convertible Senior Notes due June 2028 | Senior Secured Notes      
Debt Instrument [Line Items]      
Interest Rate 3.00%   3.00%
Unpaid Principal Balance $ 99,655   $ 632,500
Current 0   0
Long- Term 98,162   619,111
3.0% Green Convertible Senior Notes due June 2028 | Senior Secured Notes | Net Carrying Value      
Debt Instrument [Line Items]      
Total $ 98,162   $ 619,111
2.5% Green Convertible Senior Notes due August 2025 | Senior Secured Notes      
Debt Instrument [Line Items]      
Interest Rate 2.50%   2.50%
Unpaid Principal Balance   $ 2,200 $ 115,000
Current     114,385
Long- Term     0
2.5% Green Convertible Senior Notes due August 2025 | Senior Secured Notes | Net Carrying Value      
Debt Instrument [Line Items]      
Total $ 0   $ 114,385
4.6% Term Loan due October 2026 | Term loan      
Debt Instrument [Line Items]      
Interest Rate 4.60%   4.60%
Unpaid Principal Balance $ 2,769   $ 2,705
Current 2,769   0
Long- Term 0   2,705
4.6% Term Loan due October 2026 | Term loan | Net Carrying Value      
Debt Instrument [Line Items]      
Total $ 2,769   $ 2,705
4.6% Term Loan due April 2026 | Term loan      
Debt Instrument [Line Items]      
Interest Rate 4.60%   4.60%
Unpaid Principal Balance $ 1,384   $ 1,352
Current 1,384   0
Long- Term 0   1,352
4.6% Term Loan due April 2026 | Term loan | Net Carrying Value      
Debt Instrument [Line Items]      
Total $ 1,384   $ 1,352
v3.25.4
Outstanding Loans and Security Agreements - Schedule of Recourse Debt Facilities (Details)
$ / shares in Units, $ in Thousands
 1 Months Ended 12 Months Ended
Nov. 04, 2025
USD ($)
$ / shares
May 29, 2024
USD ($)
$ / shares
May 16, 2023
USD ($)
$ / shares
Aug. 11, 2020
USD ($)
$ / shares
Aug. 31, 2020
USD ($)
$ / shares
Dec. 31, 2025
USD ($)
shares
Dec. 31, 2024
USD ($)
shares
Dec. 31, 2023
USD ($)
Oct. 30, 2025
Aug. 15, 2025
USD ($)
May 07, 2025
May 06, 2025
Debt Instrument [Line Items]                        
Unpaid Principal Balance           $ 2,678,933 $ 1,154,057          
Senior Secured Notes                        
Debt Instrument [Line Items]                        
Other issuance costs           $ 8,223 6,807 $ 4,419        
0% Convertible Senior Notes due November 2030 | Senior Secured Notes                        
Debt Instrument [Line Items]                        
Interest Rate           0.00%            
Aggregate principal amount issued $ 2,500,000                      
Unpaid Principal Balance           $ 2,500,000            
Initial purchasers’ discount 50,000                      
Other issuance costs 9,800         $ 1,848 0 0        
Net proceeds received 2,440,200                      
Greenshoe option $ 300,000                      
Debt instrument, interest rate, effective percentage 0.50%                      
0% Convertible Senior Notes due November 2030 | Senior Secured Notes | Class A Common Stock                        
Debt Instrument [Line Items]                        
Debt instrument, convertible, stock price trigger (usd per share) | $ / shares $ 5.1290                      
Convertible stock price (in dollars per share) | $ / shares $ 194.97                      
Convertible, conversion ratio 2.6926                      
Debt instrument, convertible, number of shares available for conversion (in shares) | shares           19,554,000            
3.0% Green Convertible Senior Notes due June 2029 | Senior Secured Notes                        
Debt Instrument [Line Items]                        
Interest Rate           3.00%            
Aggregate principal amount issued   $ 402,500                    
Unpaid Principal Balance           $ 75,125 402,500          
Initial purchasers’ discount   12,100                    
Other issuance costs   700       $ 2,614 $ 1,500 0        
Net proceeds received   389,700                    
Greenshoe option   $ 52,500                    
Debt instrument, interest rate, effective percentage                 1.10%   3.20% 3.80%
3.0% Green Convertible Senior Notes due June 2029 | Senior Secured Notes | Class A Common Stock                        
Debt Instrument [Line Items]                        
Debt instrument, convertible, stock price trigger (usd per share) | $ / shares   $ 47.9795                    
Convertible stock price (in dollars per share) | $ / shares   $ 20.84                    
Convertible, conversion ratio   15.5932                    
Debt instrument, convertible, number of shares available for conversion (in shares) | shares           4,775,899 25,588,011          
3.0% Green Convertible Senior Notes due June 2028 | Senior Secured Notes                        
Debt Instrument [Line Items]                        
Interest Rate           3.00% 3.00%          
Aggregate principal amount issued     $ 632,500                  
Unpaid Principal Balance           $ 99,655 $ 632,500          
Initial purchasers’ discount     15,800                  
Other issuance costs     3,900     $ 3,393 $ 3,915 2,450        
Net proceeds received     612,800                  
Greenshoe option     $ 82,500                  
Debt instrument, interest rate, effective percentage                 4.20%   3.80%  
3.0% Green Convertible Senior Notes due June 2028 | Senior Secured Notes | Class A Common Stock                        
Debt Instrument [Line Items]                        
Debt instrument, convertible, stock price trigger (usd per share) | $ / shares     $ 53.0427                  
Convertible, conversion ratio     22.5430                  
Debt instrument, convertible, number of shares available for conversion (in shares) | shares           7,532,493 47,807,955          
2.5% Green Convertible Senior Notes due August 2025 | Senior Secured Notes                        
Debt Instrument [Line Items]                        
Interest Rate           2.50% 2.50%          
Aggregate principal amount issued   $ 141,800     $ 230,000              
Unpaid Principal Balance             $ 115,000     $ 2,200    
Initial purchasers’ discount         6,900              
Other issuance costs       $ 3,000   $ 368 $ 1,392 $ 1,969        
Net proceeds received         $ 220,100              
Debt instrument, interest rate, effective percentage           3.50%         1.70% 3.30%
2.5% Green Convertible Senior Notes due August 2025 | Senior Secured Notes | Class A Common Stock                        
Debt Instrument [Line Items]                        
Debt instrument, convertible, stock price trigger (usd per share) | $ / shares       $ 61.6808                
Convertible stock price (in dollars per share) | $ / shares         $ 16.21              
Convertible, conversion ratio         15.4202              
Debt instrument, convertible, number of shares available for conversion (in shares) | shares             8,866,615          
v3.25.4
Outstanding Loans and Security Agreements -Recourse Debt Facilities (Footnote) Narrative (Details)
 1 Months Ended 12 Months Ended
Dec. 31, 2024
day
$ / shares
Dec. 31, 2025
day
$ / shares
May 29, 2024
Class A Common Stock      
Debt Instrument [Line Items]      
Common stock, par value (in dollars per share) | $ / shares $ 0.0001 $ 0.0001  
0% Convertible Senior Notes due November 2030 | Senior Secured Notes      
Debt Instrument [Line Items]      
Interest rate   0.00%  
0% Convertible Senior Notes due November 2030 | Senior Secured Notes | Debt Conversion Terms One      
Debt Instrument [Line Items]      
Threshold trading days   5  
Threshold consecutive trading days   10  
3.0% Green Convertible Senior Notes due June 2029 | Senior Secured Notes      
Debt Instrument [Line Items]      
Interest rate   3.00%  
Debt instrument, percentage of product closing price   98.00%  
Debt instrument, covenant, event of default, special interest received by noteholders, period   180 days  
Debt instrument, covenant, event of default, special interest received by noteholders, not to exceed   0.50%  
3.0% Green Convertible Senior Notes due June 2029 | Senior Secured Notes | Maximum      
Debt Instrument [Line Items]      
Debt instrument, covenant, event of default, special interest received by noteholders, period   360 days  
3.0% Green Convertible Senior Notes due June 2029 | Senior Secured Notes | Debt Conversion Terms Two      
Debt Instrument [Line Items]      
Threshold trading days   5  
Threshold consecutive trading days   5  
3.0% Green Convertible Senior Notes due June 2028      
Debt Instrument [Line Items]      
Redemption price, percentage   130.00%  
3.0% Green Convertible Senior Notes due June 2028 | Senior Secured Notes      
Debt Instrument [Line Items]      
Interest rate 3.00% 3.00%  
2.5% Green Convertible Senior Notes due August 2025 | Senior Secured Notes      
Debt Instrument [Line Items]      
Interest rate 2.50% 2.50%  
Redemption price, percentage 130.00%    
Threshold trading days 20 20  
Threshold consecutive trading days 30 30  
Debt instrument, covenant, event of default, special interest received by noteholders, not to exceed     50.00%
v3.25.4
Outstanding Loans and Security Agreements - Schedule of Total Interest Expense and Amortization of Debt Issuance Costs (Details) - USD ($)
$ in Thousands
 12 Months Ended
Nov. 04, 2025
May 29, 2024
May 16, 2023
Aug. 11, 2020
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Oct. 30, 2025
May 07, 2025
Debt Instrument [Line Items]                  
Interest expense [1]         $ 53,888 $ 62,636 $ 108,299    
Unamortized debt issuance costs         61,054 25,265      
Senior Secured Notes                  
Debt Instrument [Line Items]                  
Contractual interest expense         29,689 30,151 17,662    
Amortization of the initial purchasers’ discount and other issuance costs         8,223 6,807 4,419    
Interest expense         $ 37,912 36,958 22,081    
Unamortized debt issuance costs               $ 18,700  
0% Convertible Senior Notes due November 2030 | Senior Secured Notes                  
Debt Instrument [Line Items]                  
Interest rate         0.00%        
Contractual interest expense         $ 0 0 0    
Amortization of the initial purchasers’ discount and other issuance costs $ 9,800       1,848 0 0    
Interest expense         1,848 0 0    
Unamortized debt issuance costs         $ 57,909 0      
3.0% Green Convertible Senior Notes due June 2029 | Senior Secured Notes                  
Debt Instrument [Line Items]                  
Interest rate         3.00%        
Contractual interest expense         $ 12,169 7,111 0    
Amortization of the initial purchasers’ discount and other issuance costs   $ 700     2,614 1,500 0    
Interest expense         14,783 8,611 0    
Unamortized debt issuance costs         $ 1,652 $ 11,261     $ 3,300
3.0% Green Convertible Senior Notes due June 2028 | Senior Secured Notes                  
Debt Instrument [Line Items]                  
Interest rate         3.00% 3.00%      
Contractual interest expense         $ 16,444 $ 18,975 11,912    
Amortization of the initial purchasers’ discount and other issuance costs     $ 3,900   3,393 3,915 2,450    
Interest expense         19,837 22,890 14,362    
Unamortized debt issuance costs         $ 1,493 $ 13,389      
2.5% Green Convertible Senior Notes due August 2025 | Senior Secured Notes                  
Debt Instrument [Line Items]                  
Interest rate         2.50% 2.50%      
Contractual interest expense         $ 1,076 $ 4,065 5,750    
Amortization of the initial purchasers’ discount and other issuance costs       $ 3,000 368 1,392 1,969    
Interest expense         1,444 5,457 $ 7,719    
Unamortized debt issuance costs         $ 0 $ 615      
[1] Including related party interest expense of $0.1 million, $0.2 million and $0.1 million for the years ended December 31, 2025, 2024 and 2023, respectively.
v3.25.4
Outstanding Loans and Security Agreements - Narrative (Details)
$ / shares in Units, $ in Thousands
 1 Months Ended 12 Months Ended
Nov. 04, 2025
USD ($)
$ / shares
Oct. 30, 2025
USD ($)
shares
Aug. 15, 2025
USD ($)
shares
May 07, 2025
USD ($)
May 29, 2024
USD ($)
$ / shares
Jul. 27, 2023
shares
Jul. 23, 2023
shares
May 16, 2023
USD ($)
$ / shares
May 15, 2023
USD ($)
$ / shares
shares
Aug. 11, 2020
$ / shares
Aug. 31, 2020
USD ($)
$ / shares
Dec. 31, 2025
USD ($)
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Dec. 19, 2025
USD ($)
May 06, 2025
Jun. 30, 2024
Debt Instrument [Line Items]                                  
Interest payable                       $ 913 $ 3,927        
Write-off of debt issuance costs upon induced conversion (Note 8)                       18,699 0 $ 0      
Loss on extinguishment of debt                       32,340 27,182 4,288      
Premium on convertible debt (Note 8)                       28,247          
Unamortized debt issuance costs                       61,054 25,265        
Unpaid principal balance                       2,678,933 1,154,057        
Debt conversion inducement expense                       66,241 0 $ 0      
Induced conversion of convertible notes (Note 8)                       47,542          
Additional Paid-In Capital                                  
Debt Instrument [Line Items]                                  
Premium on convertible debt (Note 8)       $ 28,200               28,247          
Induced conversion of convertible notes (Note 8)                       47,538          
Class A Common Stock                                  
Debt Instrument [Line Items]                                  
Debt conversion, shares issued (in shares) | shares           1 1                    
Senior Secured Notes                                  
Debt Instrument [Line Items]                                  
Debt conversion, original debt, amount   $ 975,900                              
Interest payable   12,400                              
Debt conversion, converted instrument, amount   988,400                              
Write-off of debt issuance costs upon induced conversion (Note 8)       $ 200                          
Loss on extinguishment of debt                       32,300          
Unamortized debt issuance costs   18,700                              
Adjustments to additional paid in capital, convertible debt adjustments     $ 2,200                            
Debt conversion inducement expense                       $ 66,200          
Induced conversion of convertible notes (Note 8)   $ 47,500                              
Senior Secured Notes | Class A Common Stock                                  
Debt Instrument [Line Items]                                  
Debt conversion, shares issued (in shares) | shares   42,407,945                              
Line of Credit | Revolving Credit Facility                                  
Debt Instrument [Line Items]                                  
Maximum borrowing capacity                             $ 600,000    
Threshold period                       91 days          
Percentage of each class of capital stock secured                       65.00%          
Debt instrument, covenant, interest coverage ratio, maximum                       3.25          
Debt instrument, covenant, interest coverage ratio, minimum                       3.00          
Debt instrument, deferred financing costs                       $ 3,400          
Line of Credit | Revolving Credit Facility | Minimum                                  
Debt Instrument [Line Items]                                  
Line of credit facility, commitment fee percentage                       0.20%          
Line of Credit | Revolving Credit Facility | Minimum | Secured Overnight Financing Rate (SOFR)                                  
Debt Instrument [Line Items]                                  
Debt instrument, basis spread on variable rate                       1.50%          
Line of Credit | Revolving Credit Facility | Minimum | Adjusted Base Rate                                  
Debt Instrument [Line Items]                                  
Debt instrument, basis spread on variable rate                       0.50%          
Line of Credit | Revolving Credit Facility | Maximum                                  
Debt Instrument [Line Items]                                  
Line of credit facility, commitment fee percentage                       0.35%          
Line of Credit | Revolving Credit Facility | Maximum | Secured Overnight Financing Rate (SOFR)                                  
Debt Instrument [Line Items]                                  
Debt instrument, basis spread on variable rate                       2.25%          
Line of Credit | Revolving Credit Facility | Maximum | Adjusted Base Rate                                  
Debt Instrument [Line Items]                                  
Debt instrument, basis spread on variable rate                       1.25%          
Line of Credit | Letter of Credit                                  
Debt Instrument [Line Items]                                  
Maximum borrowing capacity                         $ 100,000   $ 90,000    
3.0% Green Convertible Senior Notes due June 2028 | Senior Secured Notes                                  
Debt Instrument [Line Items]                                  
Interest rate                       3.00% 3.00%        
Net proceeds received               $ 612,800                  
Aggregate principal amount issued               $ 632,500                  
Debt conversion, original debt, amount $ 532,800                                
Interest payable 6,800                                
Debt conversion, converted instrument, amount 539,600                                
Unamortized debt issuance costs                       $ 1,493 $ 13,389        
Debt instrument, interest rate, effective percentage   4.20%   3.80%                          
Unpaid principal balance                       $ 99,655 $ 632,500        
3.0% Green Convertible Senior Notes due June 2028 | Senior Secured Notes | Class A Common Stock                                  
Debt Instrument [Line Items]                                  
Debt instrument, convertible, stock price trigger (usd per share) | $ / shares               $ 53.0427                  
Capped Calls                                  
Debt Instrument [Line Items]                                  
Net proceeds received                 $ 54,500                
Capped Calls | Class A Common Stock                                  
Debt Instrument [Line Items]                                  
Convertible stock price (in dollars per share) | $ / shares                 $ 26.46                
Debt, underlying investment, shares (in shares) | shares                 33,549,508                
Debt instrument, convertible, cap price, premium, percentage                 100.00%                
Capped Calls | Senior Secured Notes | Class A Common Stock                                  
Debt Instrument [Line Items]                                  
Debt instrument, convertible, stock price trigger (usd per share) | $ / shares                 $ 18.85                
2.5% Green Convertible Senior Notes due August 2025 | Senior Secured Notes                                  
Debt Instrument [Line Items]                                  
Interest rate                       2.50% 2.50%        
Net proceeds received                     $ 220,100            
Aggregate principal amount issued         $ 141,800           $ 230,000            
Debt instrument, repurchased notes percentage         1.226                       1.226
Debt instrument premium percentage         0.226                        
Debt instrument, unamortized premium         $ 26,000                        
Accrued interest         800                        
Debt conversion, original debt, amount       $ 112,800                          
Interest payable       $ 700                          
Loss on extinguishment of debt         27,200                        
Unamortized debt issuance costs                       $ 0 $ 615        
Debt instrument, interest rate, effective percentage       1.70%               3.50%       3.30%  
Unpaid principal balance     $ 2,200                   115,000        
2.5% Green Convertible Senior Notes due August 2025 | Senior Secured Notes | Class A Common Stock                                  
Debt Instrument [Line Items]                                  
Debt instrument, convertible, stock price trigger (usd per share) | $ / shares                   $ 61.6808              
Convertible stock price (in dollars per share) | $ / shares                     $ 16.21            
Debt conversion, shares issued (in shares) | shares     137,606                            
2.5% Green Convertible Senior Notes due August 2025 | Notes                                  
Debt Instrument [Line Items]                                  
Secured long-term debt, noncurrent         115,000                        
3.0% Green Convertible Senior Notes due June 2029 | Senior Secured Notes                                  
Debt Instrument [Line Items]                                  
Interest rate                       3.00%          
Net proceeds received         389,700                        
Aggregate principal amount issued         $ 402,500                        
Debt conversion, original debt, amount 443,100                                
Interest payable 5,600                                
Debt conversion, converted instrument, amount 448,800     $ 115,700                          
Unamortized debt issuance costs       $ 3,300               $ 1,652 11,261        
Debt instrument, interest rate, effective percentage   1.10%   3.20%                       3.80%  
Unpaid principal balance                       $ 75,125 402,500        
3.0% Green Convertible Senior Notes due June 2029 | Senior Secured Notes | Class A Common Stock                                  
Debt Instrument [Line Items]                                  
Debt instrument, convertible, stock price trigger (usd per share) | $ / shares         $ 47.9795                        
Convertible stock price (in dollars per share) | $ / shares         $ 20.84                        
0% Convertible Senior Notes due November 2030 | Senior Secured Notes                                  
Debt Instrument [Line Items]                                  
Interest rate                       0.00%          
Net proceeds received 2,440,200                                
Aggregate principal amount issued $ 2,500,000                                
Unamortized debt issuance costs                       $ 57,909 $ 0        
Debt instrument, interest rate, effective percentage 0.50%                                
Unpaid principal balance                       $ 2,500,000          
0% Convertible Senior Notes due November 2030 | Senior Secured Notes | Class A Common Stock                                  
Debt Instrument [Line Items]                                  
Debt instrument, convertible, stock price trigger (usd per share) | $ / shares $ 5.1290                                
Convertible stock price (in dollars per share) | $ / shares $ 194.97                                
v3.25.4
Outstanding Loans and Security Agreements - Non-recourse Debt Facilities Narrative (Details)
$ in Thousands, ₩ in Billions
 12 Months Ended
Oct. 05, 2023
USD ($)
Oct. 05, 2023
KRW (₩)
Apr. 11, 2023
USD ($)
Apr. 11, 2023
KRW (₩)
Dec. 31, 2025
USD ($)
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Debt Instrument [Line Items]              
Interest expense [1]         $ 53,888 $ 62,636 $ 108,299
Interest expense debt         $ 38,100 $ 37,200 27,600
SK Ecoplant              
Debt Instrument [Line Items]              
Interest expense             $ 52,800
SK Ecoplant              
Debt Instrument [Line Items]              
Acquisition joint venture fixed interest rate percentage 4.60% 4.60% 4.60% 4.60%      
Acquisition joint venture term 3 years 3 years 3 years 3 years      
Payments to acquire interest in joint venture $ 2,800 ₩ 4.0 $ 1,400 ₩ 2.0      
[1] Including related party interest expense of $0.1 million, $0.2 million and $0.1 million for the years ended December 31, 2025, 2024 and 2023, respectively.
v3.25.4
Outstanding Loans and Security Agreements - Schedule of Repayments (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Long-term Debt, Fiscal Year Maturity [Abstract]    
2026 $ 4,153  
2027 0  
2028 99,655  
2029 75,125  
2030 2,500,000  
Thereafter 0  
Total $ 2,678,933 $ 1,154,057
v3.25.4
Leases - Narrative (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Lessee, Lease, Description [Line Items]      
Rent expense $ 21,200 $ 22,400 $ 23,000
Total revenue from contracts with customers 2,001,614 1,441,394 1,268,782
Total lease costs 35,478 36,850 34,871
Operating lease right-of-use assets [1],[2] 108,541 122,489  
Present value of lease liabilities 128,935 144,165  
Operating lease liabilities, noncurrent [1],[3] 106,935 124,523  
Financing obligations 192,460 244,132  
Gain (loss) on financing obligations 800 17,400 (400)
Successful Sale-And-Leaseback Transactions      
Lessee, Lease, Description [Line Items]      
Operating lease right-of-use assets 39,000 47,200  
Present value of lease liabilities 42,200 50,400  
Operating lease liabilities, noncurrent 32,900 42,100  
Long term financing obligations 8,900 11,000  
Financing obligations 6,500 8,900  
Product      
Lessee, Lease, Description [Line Items]      
Total revenue from contracts with customers 1,531,281 1,085,153 975,245
Installation      
Lessee, Lease, Description [Line Items]      
Total revenue from contracts with customers 204,068 122,318 92,796
Managed Services | Variable Interest Entity, Primary Beneficiary      
Lessee, Lease, Description [Line Items]      
Total lease costs 13,400 12,800 9,700
Financing obligations 243,800 255,800  
Managed Services | Variable Interest Entity, Primary Beneficiary | Product      
Lessee, Lease, Description [Line Items]      
Total revenue from contracts with customers   9,400 28,700
Managed Services | Variable Interest Entity, Primary Beneficiary | Installation      
Lessee, Lease, Description [Line Items]      
Total revenue from contracts with customers $ 0 $ 4,500 $ 8,400
Minimum      
Lessee, Lease, Description [Line Items]      
Remaining lease term 1 year    
Maximum      
Lessee, Lease, Description [Line Items]      
Remaining lease term 15 years    
[1] We have variable interest entity related to a joint venture in the Republic of Korea (see Note 12—Related Party Transactions in this Annual Report on Form 10-K), which represents a portion of the consolidated balances recorded within these financial statement line items.
[2] Including amount from related parties of $1.4 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
[3] Including amounts from related parties of $1.0 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
v3.25.4
Leases - Operating and Financing Lease Right-of-Use Assets and Lease Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Operating Leases:    
Operating lease right-of-use assets, net [1],[2] $ 108,541 $ 122,489
Current operating lease liabilities [1],[3] (22,000) (19,642)
Non-current operating lease liabilities [1],[4] (106,935) (124,523)
Total operating lease liabilities (128,935) (144,165)
Finance Leases:    
Finance lease right-of-use assets, net 4,932 3,214
Current finance lease liabilities (1,370) (981)
Non-current finance lease liabilities (3,848) (2,450)
Total finance lease liabilities (5,218) (3,431)
Total lease liabilities $ (134,153) $ (147,596)
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] Property, plant and equipment, net Property, plant and equipment, net
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Other Liabilities, Current Other Liabilities, Current
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] Other Liabilities, Noncurrent Other Liabilities, Noncurrent
[1] We have variable interest entity related to a joint venture in the Republic of Korea (see Note 12—Related Party Transactions in this Annual Report on Form 10-K), which represents a portion of the consolidated balances recorded within these financial statement line items.
[2] Including amount from related parties of $1.4 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
[3] Including amounts from related parties of $0.4 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
[4] Including amounts from related parties of $1.0 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
v3.25.4
Leases - Costs (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Leases [Abstract]      
Operating lease costs $ 31,994 $ 35,814 $ 33,190
Financing lease costs:      
Amortization of right-of-use assets 665 675 891
Interest on lease liabilities 359 263 273
Total financing lease costs 1,024 938 1,164
Short-term lease costs 2,460 98 517
Total lease costs $ 35,478 $ 36,850 $ 34,871
v3.25.4
Leases - Weighted Average Remaining Lease Terms and Discount Rates (Details)
Dec. 31, 2025
Dec. 31, 2024
Weighted average remaining lease term:    
Operating leases 6 years 6 years 8 months 12 days
Finance leases 3 years 9 months 18 days 3 years 8 months 12 days
Weighted average discount rate:    
Operating leases 10.50% 10.60%
Finance leases 9.00% 9.20%
v3.25.4
Leases - Future Minimum Lease Payments (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Operating Leases    
2026 $ 34,031  
2027 33,477  
2028 28,062  
2029 21,425  
2030 19,203  
Thereafter 41,117  
Total minimum lease payments 177,315  
Less: amounts representing interest or imputed interest (48,380)  
Present value of lease liabilities 128,935 $ 144,165
Finance Leases    
2026 1,779  
2027 1,629  
2028 1,300  
2029 982  
2030 447  
Thereafter 0  
Total minimum lease payments 6,137  
Less: amounts representing interest or imputed interest (919)  
Present value of lease liabilities $ 5,218 $ 3,431
v3.25.4
Leases - Financial Obligations and Sublease Payments (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Financing Obligations    
2026 $ 1,779  
2027 1,629  
2028 1,300  
2029 982  
2030 447  
Thereafter 0  
Total minimum lease payments 6,137  
Less: imputed interest (919)  
Present value of lease liabilities 5,218 $ 3,431
Less: current financing obligations (1,370) (981)
Long-term financing obligations 3,848 $ 2,450
Variable Interest Entity, Primary Beneficiary | Managed Services    
Financing Obligations    
2026 23,793  
2027 17,930  
2028 12,270  
2029 7,642  
2030 5,889  
Thereafter 14,008  
Total minimum lease payments 81,532  
Less: imputed interest (38,275)  
Present value of lease liabilities 43,257  
Less: current financing obligations (10,196)  
Long-term financing obligations $ 33,061  
v3.25.4
Stock-Based Compensation and Employee Benefit Plans - Equity Incentive and Stock Plans Narrative (Details) - $ / shares
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Number of outstanding options (in shares) 5,741,283 7,432,821 7,247,624
Weighted average exercise price, outstanding options (in dollars per share) $ 15.92 $ 18.72 $ 20.93
2012 Equity Incentive Plan      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation vesting period 4 years    
Expiration period 10 years    
2012 Equity Incentive Plan | Class A Common Stock      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Number of outstanding options (in shares) 2,110,523 3,691,919  
Weighted average exercise price, outstanding options (in dollars per share) $ 25.67 $ 27.38  
Number of common stock reserved for issuance (in shares) 0    
2018 Equity Incentive Plan      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Number of additional shares authorized, percent 4.00%    
2018 Equity Incentive Plan | Restricted Stock Units and Performance Stock Units      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Granted (in shares) 12,292,948 12,896,465  
2018 Equity Incentive Plan | Class A Common Stock      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Number of outstanding options (in shares) 3,925,002 3,740,902  
Weighted average exercise price, outstanding options (in dollars per share) $ 10.15 $ 10.14  
Number of common stock reserved for issuance (in shares) 39,709,996 35,263,475  
2018 Equity Incentive Plan | Class B common stock      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expiration period 10 years    
2018 Equity Incentive Plan | Class B common stock | Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation vesting period 3 years    
2018 Equity Incentive Plan | Class B common stock | Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation vesting period 4 years    
v3.25.4
Stock-Based Compensation and Employee Benefit Plans - Stock-based Compensation Expense (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]      
Share-based compensation expense $ 145,015 $ 82,995 $ 87,095
Cost of revenue      
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]      
Share-based compensation expense 24,103 16,579 17,504
Research and development      
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]      
Share-based compensation expense 32,861 22,150 27,620
Sales and marketing      
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]      
Share-based compensation expense 28,342 11,224 16,415
General and administrative      
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]      
Share-based compensation expense $ 59,709 $ 33,042 $ 25,556
v3.25.4
Stock-Based Compensation and Employee Benefit Plans - Stock Option Activity (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Number of Shares      
Outstanding, beginning (in shares) 7,432,821 7,247,624  
Exercised (in shares) (2,098,714) (307,857)  
Granted (in shares) 111,504 1,364,348 0
PSO adjustment (in shares) 524,879    
Forfeited/Expired (in shares) (229,207) (871,294)  
Outstanding, ending (in shares) 5,741,283 7,432,821 7,247,624
Vested and expected to vest (in shares) 5,505,251    
Exercisable (in shares) 4,405,059    
Weighted Average Exercise Price      
Outstanding, beginning (in dollars per share) $ 18.72 $ 20.93  
Exercised (in dollar per shares) 22.91 7.01  
Granted (in dollars per share) 22.37 9.96  
PSO adjustment (in dollars per shares) 0    
Forfeited/Expired (in dollars per share) 30.60 27.45  
Outstanding, ending (in dollars per share) 15.92 $ 18.72 $ 20.93
Vested and expected to vest (in dollars per share) 16.14    
Exercisable (in dollars per share) $ 17.58    
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]      
Outstanding, remaining contractual life 4 years 6 months 4 years 1 month 6 days 3 years 9 months 18 days
Outstanding, aggregate intrinsic value $ 406,957 $ 53,453 $ 19,446
Vested and expected to vest, remaining contractual life 4 years 3 months 18 days    
Vested and expected to vest, aggregate intrinsic value $ 389,488    
Exercisable, remaining contractual life 3 years 3 months 18 days    
Exercisable, aggregate intrinsic value $ 305,310    
v3.25.4
Stock-Based Compensation and Employee Benefit Plans - Fair Value of Shares Purchased Under Performance-based Stock Options (Details)
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Stock options and awards      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Risk-free interest rate (minimum) 3.90% 3.70%  
Risk-free interest rate (maximum) 4.10% 4.40%  
Expected term (years) 6 years 1 month 6 days 6 years  
Expected dividend yield 0.00% 0.00%  
Expected volatility (minimum) 93.40% 95.30%  
Expected volatility (maximum) 93.90% 97.10%  
Performance Shares | 2018 ESPP      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Risk-free interest rate (minimum) 3.80% 4.10% 4.90%
Risk-free interest rate (maximum) 5.00% 5.60% 5.60%
Expected dividend yield 0.00% 0.00% 0.00%
Expected volatility (minimum) 66.20% 54.10% 54.10%
Expected volatility (maximum) 115.20% 78.70% 74.10%
Performance Shares | 2018 ESPP | Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected term (years) 6 months 6 months 6 months
Performance Shares | 2018 ESPP | Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected term (years) 2 years 2 years 2 years
v3.25.4
Stock-Based Compensation and Employee Benefit Plans - Stock Options Narrative (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Granted (in shares) 111,504 1,364,348 0
Stock options and awards      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Allocated share-based compensation expense $ 5.3 $ 3.2 $ 0.4
Stock options exercised, intrinsic value 78.3 2.1 3.6
Unrecognized compensation cost related to unvested stock options $ 5.1 $ 7.2  
Expense expected to be recognized over remaining weighted-average period 1 year 3 months 18 days 2 years 1 month 6 days  
Cash received $ 47.8 $ 2.0 3.6
Stock options and awards | Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Requisite service period 3 years    
Stock options and awards | Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Requisite service period 4 years    
Performance Shares      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Granted (in shares) 100,000 1,135,000  
Expiration period 10 years    
Stock-based compensation vesting period 3 years    
Performance Shares | Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Requisite service period 3 years    
Performance Shares | Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Requisite service period 4 years    
RSUs      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Allocated share-based compensation expense $ 125.1 $ 70.1 $ 71.2
Stock-based compensation vesting period 5 years    
Unrecognized stock-based compensation cost $ 277.1 $ 161.8  
Expense expected to be recognized over a weighted-average period 2 years 2 years 2 months 12 days  
RSUs | Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Requisite service period 3 years    
RSUs | Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Requisite service period 4 years    
v3.25.4
Stock-Based Compensation and Employee Benefit Plans - Stock Award Activity (Details) - RSUs - $ / shares
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Number of Awards Outstanding    
Unvested balance (in shares) 12,896,465 9,889,341
Granted (in shares) 5,685,777 8,574,481
Vested (in shares) (5,184,791) (3,067,129)
Forfeited (in shares) (1,104,503) (1,350,228)
Cancelled (in shares)   (1,150,000)
Unvested balance (in shares) 12,292,948 12,896,465
Weighted Average Grant Date Fair Value    
Unvested balance (in dollars per share) $ 16.29 $ 18.25
Granted (in dollars per share) 35.08 15.66
Vested (in dollars per share) 14.86 19.61
Forfeited (in dollars per share) 14.55 18.60
Cancelled (in dollars per share)   17.44
Unvested balance (in dollars per share) $ 25.74 $ 16.29
v3.25.4
Stock-Based Compensation and Employee Benefit Plans - Stock Awards Narrative (Details) - RSUs - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Allocated share-based compensation expense $ 125.1 $ 70.1 $ 71.2
Unrecognized stock-based compensation cost $ 277.1 $ 161.8  
Expense expected to be recognized over a weighted-average period 2 years 2 years 2 months 12 days  
v3.25.4
Stock-Based Compensation and Employee Benefit Plans - Executive Awards Narrative (Details)
$ in Millions
 12 Months Ended
Dec. 18, 2024
USD ($)
shares
Feb. 15, 2023
Dec. 31, 2025
USD ($)
schedule
installment
shares
Dec. 31, 2024
USD ($)
shares
Dec. 31, 2023
USD ($)
tranche
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Cancelled/Forfeited (in shares)     1,333,697 3,371,522  
Granted (in shares)     6,651,789 9,933,957  
Share-based payment arrangement, number of awards included in one-time grant 2        
2021 Executive Awards          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock-based compensation vesting period 3 years        
2022 Executive Award          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Share-based payment arrangement, number of tranche | tranche         3
Performance Stock Units          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock-based compensation post-vesting holding period     2 years    
Expected volatility     71.20%    
Risk-free interest rate     1.60%    
Expected dividend yield     0.00%    
Performance Stock Units | 2021 Executive Awards          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Cancelled/Forfeited (in shares) 1,150,000        
Performance Stock Units | 2025 Equity Package          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock-based compensation vesting period 3 years        
Vested (in shares) 1,500,000        
Granted (in shares) 600,000        
Stock-based compensation threshold target percentage 3        
Performance Stock Units | 2025 Equity Package | Tranche One          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Granted (in shares) 300,000        
Performance Stock Units | 2025 Equity Package | Share-Based Compensation, Tranche Two          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Granted (in shares) 300,000        
Performance Stock Units | 2024 Executive Awards | Minimum          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock-based compensation vesting period     1 year    
Performance Stock Units | 2024 Executive Awards | Maximum          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock-based compensation vesting period     3 years    
Performance Stock Units | 2023 Executive Awards | Tranche One          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock-based compensation vesting period   3 years      
Performance Stock Units | 2023 Executive Awards | Tranche Two          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock-based compensation vesting period   1 year      
RSUs          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock-based compensation vesting period     5 years    
Vested (in shares)     5,184,791 3,067,129  
Allocated share-based compensation expense | $     $ 125.1 $ 70.1 $ 71.2
RSUs | 2025 Equity Package          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock-based compensation vesting period 3 years        
Vested (in shares) 500,000        
RSUs | 2024 Executive Awards | Minimum          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock-based compensation vesting period     2 years    
RSUs | 2024 Executive Awards | Maximum          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock-based compensation vesting period     4 years    
RSUs | 2025 Executive Awards          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Share-based compensation arrangement by share-based payment award award, number of vesting schedules | schedule     2    
RSUs | 2025 Executive Awards | Tranche One          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Share-based compensation arrangement by share-based payment award, quarterly vesting installments, duration     2 years    
RSUs | 2025 Executive Awards | Tranche One | Vesting On First Anniversary          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Share-based compensation arrangement by share-based payment award, award vesting rights, percentage     40.00%    
RSUs | 2025 Executive Awards | Tranche One | Vesting in Equal Quarterly Installments          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Share-based compensation arrangement by share-based payment award, award vesting rights, percentage     60.00%    
RSUs | 2025 Executive Awards | Tranche Two | Vesting On First Anniversary          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Share-based compensation arrangement by share-based payment award, award vesting rights, percentage     25.00%    
Stock-based compensation vesting period     4 years    
RSUs | 2025 Executive Awards | Tranche Two | Vesting in Equal Quarterly Installments          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Share-based compensation arrangement by share-based payment award, award vesting rights, percentage     75.00%    
Stock-based compensation vesting period     3 years    
Time Based Stock Options | 2024 Executive Awards          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock-based compensation vesting period     3 years    
Time Based Stock Options | 2023 Executive Awards          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock-based compensation vesting period   3 years      
Performance Based Stock Options | 2024 Executive Awards | Minimum          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock-based compensation vesting period     3 years    
Performance Based Stock Options | 2024 Executive Awards | Maximum          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock-based compensation vesting period     4 years    
Performance Stock Unit And Performance-Based Stock Options | 2024 Executive Awards          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock-based compensation threshold target percentage     1    
Stock-based compensation threshold vesting percentage     0.50    
Stock-based compensation potential granted percentage     1.50    
Restricted Stock Units, Performance Stock Units and Performance Shares | 2024 Executive Awards          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Unamortized compensation expense | $     $ 77.4 66.8  
Restricted Stock Units and Performance Stock Units | 2023 Executive Awards          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Unamortized compensation expense | $     0.6 1.8  
Restricted Stock Units and Performance Stock Units | 2022 Executive Award          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Unamortized compensation expense | $     0.3 1.0  
Restricted Stock Units and Performance Stock Units | 2021 Executive Award          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Unamortized compensation expense | $     0.6 3.7  
Restricted Stock Units and Performance Stock Units | 2025 Executive Awards          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Unamortized compensation expense | $     19.9    
Replacement Awards | 2024 Executive Awards          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Share-based payment arrangement, plan modification, incremental cost | $ $ 42.4        
Share-based compensation arrangement by share-based payment award, equity instruments other than options, cancelled in period, fair value | $ $ 57.6        
Allocated share-based compensation expense | $     $ 64.4 $ 7.6  
Performance Shares          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock-based compensation vesting period     3 years    
Performance Shares | 2025 Executive Awards          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Share-based compensation arrangement by share-based payment award, award vesting rights, percentage     100.00%    
Stock-based compensation vesting period     3 years    
Share-based compensation annual vesting installments | installment     3    
Performance Shares | 2025 Executive Awards | First Performance Period          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Share-based compensation arrangement by share-based payment award, award vesting rights, percentage     50.00%    
Performance Shares | 2025 Executive Awards | Next Two Anniversaries of First Vesting Period          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Share-based compensation arrangement by share-based payment award, award vesting rights, percentage     25.00%    
v3.25.4
Stock-Based Compensation and Employee Benefit Plans - Number of Shares Available for Grant (Details) - shares
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Options/ RSUs Available for Grant    
Beginning balance (in shares) 35,263,475 32,877,906
Added to plan (in shares) 9,978,870 9,674,114
Granted (in shares) (6,651,789) (9,933,957)
Cancelled/Forfeited (in shares) 1,333,697 3,371,522
Expired (in shares) (214,257) (726,110)
Ending Balance (in shares) 39,709,996 35,263,475
v3.25.4
Stock-Based Compensation and Employee Benefit Plans - Employee Stock Purchase Plan (Details) - 2018 ESPP
 1 Months Ended 12 Months Ended
Apr. 30, 2018
shares
Dec. 31, 2025
USD ($)
shares
Dec. 31, 2024
USD ($)
shares
Dec. 31, 2023
USD ($)
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Number of common stock reserved for issuance (in shares)   17,993,945 16,573,157  
Employee stock ownership plan (ESOP), compensation expense (reversal) | $   $ 9,800,000 $ 5,900,000 $ 15,500,000
Number of shares issued (in shares)   1,073,929 1,049,955 875,695
Number of additional shares authorized (in shares)   2,494,717 2,418,528 2,239,563
Unrecognized stock-based compensation cost | $   $ 8,600,000 $ 5,900,000  
Expense expected to be recognized over a weighted-average period   7 months 6 days 9 months 18 days  
Employee Stock        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Number of share maximum per employee (in shares)   2,500    
Purchase period   6 months    
Employee subscription amount | $   $ 25,000    
Employee Stock | Class A Common Stock        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Number of common stock reserved for issuance (in shares) 33,333,333      
Number of common stock reserved for issuance (in shares) 3,333,333      
Period for additional share issuance 9 years      
Percent of outstanding shares 0.01      
Purchase price of common stock, percentage of fair market value   85.00%    
v3.25.4
Portfolio Financings (Details)
 1 Months Ended 12 Months Ended
Aug. 25, 2023
MW
Aug. 24, 2023
USD ($)
Aug. 10, 2023
USD ($)
Dec. 31, 2024
USD ($)
MW
Dec. 31, 2025
USD ($)
entity
MW
Dec. 31, 2024
USD ($)
MW
Dec. 31, 2023
USD ($)
Variable Interest Entity [Line Items]              
Number of entities | entity         6    
Buyout of noncontrolling interest     $ 6,900,000       $ 6,864,000
Energy servers portfolio, power | MW       100   100  
Loss on extinguishment of debt         $ 32,340,000 $ 27,182,000 4,288,000
Revenues [1]         2,023,994,000 1,473,856,000 1,333,470,000
Cost of revenue [2]         1,436,594,000 1,069,208,000 1,135,676,000
Deferred revenue       $ 66,304,000 65,608,000 66,304,000  
Impairment of assets         12,669,000 0 130,088,000
Depreciation and amortization         50,566,000 53,048,000 62,609,000
General and administrative [3]         198,377,000 165,105,000 160,875,000
Less: Net income (loss) attributable to noncontrolling interest         1,294,000 2,024,000 (5,821,000)
Net cash provided by financing activities         (1,508,402,000) (175,207,000) (683,349,000)
Payments to acquire additional interest in subsidiaries         0 0 2,265,000
Sales-type lease, selling profit           3,600,000  
Lease payment receivables, net       $ 5,100,000   $ 5,100,000  
New Project Company              
Variable Interest Entity [Line Items]              
Subsidiary, ownership percentage, parent       100.00%   100.00%  
Service              
Variable Interest Entity [Line Items]              
Revenues [1]         228,295,000 $ 213,542,000 183,065,000
Cost of revenue [2]         205,389,000 214,961,000 220,927,000
Installation              
Variable Interest Entity [Line Items]              
Revenues [1]         204,068,000 122,318,000 92,796,000
Cost of revenue [2]         205,946,000 129,446,000 105,735,000
Product              
Variable Interest Entity [Line Items]              
Revenues [1]         1,531,281,000 1,085,153,000 975,245,000
Cost of revenue [2]         992,841,000 685,847,000 630,105,000
Electricity              
Variable Interest Entity [Line Items]              
Revenues [1]         60,350,000 52,843,000 82,364,000
Cost of revenue [2]         32,418,000 38,954,000 178,909,000
Discontinued Operations, Held-for-Sale or Disposed of by Sale | Energy Server Systems              
Variable Interest Entity [Line Items]              
Impairment of assets           74,400,000  
Disposal group, including discontinued operation, property, plant and equipment       $ 1,500,000   1,500,000  
Disposal group, including discontinued operation, consideration       $ 59,400,000   $ 59,400,000  
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal, Statement of Income or Comprehensive Income [Extensible Enumeration]           Other income (expense), net  
Disposal group, not discontinued operation, gain (loss) on disposal           $ 146,200,000  
Discontinued operation, provision for loss (gain) on disposal, net of tax           12,400,000  
Senior Secured Notes              
Variable Interest Entity [Line Items]              
Loss on extinguishment of debt         32,300,000    
Senior Secured Notes Due June 2031, Non-Recourse | Senior Secured Notes | PPA Company 5              
Variable Interest Entity [Line Items]              
Accrued interest   $ 500,000          
Variable Interest Entity, Primary Beneficiary              
Variable Interest Entity [Line Items]              
Impairment of assets         $ 14,800,000 87,000,000.0 2,300,000
Variable Interest Entity, Primary Beneficiary | Installation | PPA V Upgrade              
Variable Interest Entity [Line Items]              
Cost of revenue           (800,000)  
Variable Interest Entity, Primary Beneficiary | PPA Company 5              
Variable Interest Entity [Line Items]              
Energy servers portfolio, power | MW 37.1       37.1    
Repayment of debt   119,000,000          
Loss on extinguishment of debt   $ 1,400,000          
Net cash provided by financing activities         $ 0 0 109,300,000
Repayments of debt             118,500,000
Variable Interest Entity, Primary Beneficiary | PPA Company 5 | PPA V Upgrade              
Variable Interest Entity [Line Items]              
Loss on extinguishment of debt             1,400,000
Impairment of assets             123,700,000
Depreciation and amortization             400,000
General and administrative             6,400,000
Interest expense, other             300,000
Less: Net income (loss) attributable to noncontrolling interest             1,000,000.0
Variable Interest Entity, Primary Beneficiary | PPA Company 5 | Service              
Variable Interest Entity [Line Items]              
Revenues           10,900,000 2,600,000
Variable Interest Entity, Primary Beneficiary | PPA Company 5 | Installation | PPA V Upgrade              
Variable Interest Entity [Line Items]              
Revenues             14,800,000
Cost of revenue             13,200,000
Variable Interest Entity, Primary Beneficiary | PPA Company 5 | Product | PPA V Upgrade              
Variable Interest Entity [Line Items]              
Revenues           $ (100,000) 176,200,000
Cost of revenue             75,300,000
Variable Interest Entity, Primary Beneficiary | PPA Company 5 | Electricity              
Variable Interest Entity [Line Items]              
Revenues             6,100,000
Cost of revenue             125,600,000
Deferred revenue             5,000,000
Variable Interest Entity, Primary Beneficiary | PPA Company 5 | Disposal Group, Disposed of by Sale, Not Discontinued Operations              
Variable Interest Entity [Line Items]              
Percent interest sold 100.00%            
Additional Paid-In Capital              
Variable Interest Entity [Line Items]              
Buyout of noncontrolling interest     $ 11,500,000       $ (11,482,000)
[1] Including related party revenue of $892.0 million, $338.6 million and $487.2 million for the years ended December 31, 2025, 2024 and 2023, respectively.
[2] Including related party cost of revenue of $0.2 million and $0.1 million for the years ended December 31, 2024 and 2023, respectively. There was no related party cost of revenue for the year ended December 31, 2025.
[3] Including related party general and administrative expenses of $0.4 million, $0.7 million and $0.8 million for the years ended December 31, 2025, 2024 and 2023, respectively.
v3.25.4
Related Party Transactions - Narrative (Details) - USD ($)
 12 Months Ended
Sep. 29, 2025
Aug. 14, 2025
Jul. 10, 2025
Sep. 23, 2023
Nov. 08, 2022
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Jan. 31, 2024
Related Party Transaction [Line Items]                  
Revenues [1]           $ 2,023,994,000 $ 1,473,856,000 $ 1,333,470,000  
Equity in loss of unconsolidated affiliates [2]           40,421,000 0 0  
Payments to acquire equity interest [3]           36,491,000 0 0  
Investments in unconsolidated affiliates [4]           10,037,000 0    
Long-term debt           2,617,879,000 1,128,792,000    
Product                  
Related Party Transaction [Line Items]                  
Revenues [1]           1,531,281,000 1,085,153,000 975,245,000  
Installation                  
Related Party Transaction [Line Items]                  
Revenues [1]           204,068,000 122,318,000 92,796,000  
SK Ecoplant                  
Related Party Transaction [Line Items]                  
Shares sold in offering (in shares) 3,912,000 2,608 10,000,000            
Percentage of ownership after transaction     5.80%            
Fund JVs | Related Party                  
Related Party Transaction [Line Items]                  
Accounts receivable           151,900,000      
Fund JVs | Product | Related Party                  
Related Party Transaction [Line Items]                  
Revenues           809,800,000      
Fund JVs | Installation | Related Party                  
Related Party Transaction [Line Items]                  
Revenues           52,300,000      
Fund JVs                  
Related Party Transaction [Line Items]                  
Equity in loss of unconsolidated affiliates           40,400,000      
Payments to acquire equity interest           36,500,000      
Equity method investment, unfunded investment commitment           58,200,000      
Investments in unconsolidated affiliates           10,000,000.0      
SK Ecoplant | Korean Joint Venture                  
Related Party Transaction [Line Items]                  
Interest owns percentage       60.00%          
Investments in unconsolidated affiliates                 $ 4,000,000
Related Party                  
Related Party Transaction [Line Items]                  
Revenues           892,035,000 338,602,000 487,240,000  
Equity in loss of unconsolidated affiliates           (40,421,000) 0 0  
Investments in unconsolidated affiliates           10,037,000 0    
Long-term debt           0 4,057,000    
Related Party | SK Ecoplant                  
Related Party Transaction [Line Items]                  
Revenues           0 40,200,000 $ 37,300,000  
Accounts receivable             2,500,000    
Long-term debt           $ 0 $ 4,100,000    
Series B Preferred Stock | Related Party                  
Related Party Transaction [Line Items]                  
Shares converted (in shares)       13,491,701          
Shares sold in offering (in shares)         13,491,701        
Series B Preferred Stock | Related Party | SK Ecoplant                  
Related Party Transaction [Line Items]                  
Percentage of ownership after transaction         51.67%        
Series B Preferred Stock | Related Party | Blooming Green Energy                  
Related Party Transaction [Line Items]                  
Percentage of ownership after transaction         48.33%        
Class A Common Stock | SK Ecoplant                  
Related Party Transaction [Line Items]                  
Shares converted (in shares)         10,000,000        
Class A Common Stock | SK Ecoplant                  
Related Party Transaction [Line Items]                  
Interest owns percentage           2.50% 10.30%    
Class A Common Stock | Related Party                  
Related Party Transaction [Line Items]                  
Shares sold in offering (in shares)           23,491,701      
Series A Redeemable Convertible Preferred Stock                  
Related Party Transaction [Line Items]                  
Preferred stock, par or stated (in dollars per share)         $ 0.0001        
Series A Redeemable Convertible Preferred Stock | Related Party                  
Related Party Transaction [Line Items]                  
Shares converted (in shares)         10,000,000        
Shares sold in offering (in shares)         10,000,000        
[1] Including related party revenue of $892.0 million, $338.6 million and $487.2 million for the years ended December 31, 2025, 2024 and 2023, respectively.
[2] Represent related party equity in loss of the Fund JVs (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
[3] Represent related party investments in unconsolidated affiliates (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
[4] Represent related party investments in Fund JVs (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
v3.25.4
Related Party Transactions - Results of Operations (Details)
 12 Months Ended
Dec. 31, 2025
USD ($)
loan
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
loan
Related Party Transaction [Line Items]      
Total revenue [1] $ 2,023,994,000 $ 1,473,856,000 $ 1,333,470,000
Cost of product revenue [2] 1,436,594,000 1,069,208,000 1,135,676,000
General and administrative expenses [3] 198,377,000 165,105,000 160,875,000
Equity in loss of unconsolidated affiliates [4] $ (40,421,000) 0 $ 0
SK Ecoplant | Korean Joint Venture      
Related Party Transaction [Line Items]      
Number of term loans | loan 2   2
Related Party      
Related Party Transaction [Line Items]      
Total revenue $ 892,035,000 338,602,000 $ 487,240,000
Cost of product revenue 0 163,000 133,000
General and administrative expenses 434,000 683,000 812,000
Total interest expense related to our notes 101,000 203,000 84,000
Equity in loss of unconsolidated affiliates 40,421,000 0 0
Related Party | SK Ecoplant      
Related Party Transaction [Line Items]      
Total revenue $ 0 $ 40,200,000 $ 37,300,000
[1] Including related party revenue of $892.0 million, $338.6 million and $487.2 million for the years ended December 31, 2025, 2024 and 2023, respectively.
[2] Including related party cost of revenue of $0.2 million and $0.1 million for the years ended December 31, 2024 and 2023, respectively. There was no related party cost of revenue for the year ended December 31, 2025.
[3] Including related party general and administrative expenses of $0.4 million, $0.7 million and $0.8 million for the years ended December 31, 2025, 2024 and 2023, respectively.
[4] Represent related party equity in loss of the Fund JVs (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
v3.25.4
Related Party Transactions - Related Party Transactions and Balances (Details)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
USD ($)
loan
Dec. 31, 2023
loan
Dec. 31, 2024
USD ($)
Related Party Transaction [Line Items]      
Accounts receivable [1],[2] $ 371,796   $ 335,841
Contract assets, current [3] 178,928   145,162
Prepaid expenses and other current assets [1],[4] 49,805   46,203
Investments in unconsolidated affiliates [5] 10,037   0
Operating lease right-of-use assets [1],[6] 108,541   122,489
Contract assets, non-current [7] 62,258   0
Other long-term assets [1],[8] 57,203   46,136
Accrued warranty [9] 20,013   16,559
Accrued expenses and other current liabilities [1],[10] 222,254   138,450
Deferred revenue and customer deposits, current [11] 100,975   243,314
Operating lease liabilities, current [1],[12] 22,000   19,642
Operating lease liabilities, non-current [1],[13] 106,935   124,523
Non-recourse debt 2,617,879   1,128,792
Deferred profit in transactions with unconsolidated affiliates [14] $ 13,928   0
SK Ecoplant | Korean Joint Venture      
Related Party Transaction [Line Items]      
Number of term loans | loan 2 2  
Related Party      
Related Party Transaction [Line Items]      
Accounts receivable $ 151,932   93,510
Contract assets, current 2,967   800
Prepaid expenses and other current assets 1,247   1,215
Investments in unconsolidated affiliates 10,037   0
Operating lease right-of-use assets 0   1,385
Contract assets, non-current 48,763   0
Other long-term assets 5,968   8,776
Accrued warranty 799   1,205
Accrued expenses and other current liabilities 39   3,989
Deferred revenue and customer deposits, current 6,879   8,857
Operating lease liabilities, current 0   442
Deferred revenue and customer deposits, long-term 0   3,335
Operating lease liabilities, non-current 0   977
Non-recourse debt 0   4,057
Deferred profit in transactions with unconsolidated affiliates 13,928   0
Related Party | SK Ecoplant      
Related Party Transaction [Line Items]      
Non-recourse debt $ 0   $ 4,100
[1] We have variable interest entity related to a joint venture in the Republic of Korea (see Note 12—Related Party Transactions in this Annual Report on Form 10-K), which represents a portion of the consolidated balances recorded within these financial statement line items.
[2] Including amounts from related parties of $151.9 million and $93.5 million as of December 31, 2025 and 2024, respectively.
[3] Including amounts from related parties of $3.0 million and $0.8 million as of December 31, 2025 and 2024, respectively.
[4] Including amount from related parties of $1.2 million and $1.2 million as of December 31, 2025 and 2024, respectively.
[5] Represent related party investments in Fund JVs (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
[6] Including amount from related parties of $1.4 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
[7] Including amount from related parties of $48.8 million as of December 31, 2025. There was no related party balance as of December 31, 2024.
[8] Including amounts from related parties of $6.0 million and $8.8 million as of December 31, 2025 and 2024, respectively
[9] Including amounts from related parties of $0.8 million and $1.2 million as of December 31, 2025 and 2024, respectively.
[10] Including amounts from related parties of $0.04 million and $4.0 million as of December 31, 2025 and 2024, respectively.
[11] Including amounts from related parties of $6.9 million and $8.9 million as of December 31, 2025 and 2024, respectively.
[12] Including amounts from related parties of $0.4 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
[13] Including amounts from related parties of $1.0 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
[14] Represent the excess of unrealized profit from sales to the Fund JVs over the carrying value of the related equity‑method investments (see Note 7—Investments in Unconsolidated Affiliates in this Annual Report on Form 10-K).
v3.25.4
Related Party Transactions - Assets and Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Current assets:    
Cash and cash equivalents [1] $ 2,454,108 $ 802,851
Accounts receivable [1],[2] 371,796 335,841
Inventories [1] 643,306 544,656
Prepaid expenses and other current assets [1],[3] 49,805 46,203
Total current assets 3,730,567 2,044,127
Operating lease right-of-use assets [1],[4] 108,541 122,489
Other long-term assets [1],[5] 57,203 46,136
Total assets 4,396,711 2,657,354
Current liabilities:    
Accounts payable [1] 203,129 92,704
Accrued expenses and other current liabilities [1],[6] 222,254 138,450
Operating lease liabilities, current [1],[7] 22,000 19,642
Non-recourse debt [1] 4,153 0
Total current liabilities 623,832 636,758
Operating lease liabilities, noncurrent [1],[8] 106,935 124,523
Non-recourse debt [1],[9] 0 4,057
Total liabilities 3,603,748 2,072,138
Korean JV    
Current assets:    
Cash and cash equivalents 25,820 15,767
Accounts receivable 576 2,515
Inventories 33,075 15,020
Prepaid expenses and other current assets 5,688 3,361
Total current assets 65,159 36,663
Property and equipment, net 1,454 1,796
Operating lease right-of-use assets 1,134 1,663
Other long-term assets 210 40
Total assets 67,957 40,162
Current liabilities:    
Accounts payable 16,342 7,693
Accrued expenses and other current liabilities 19,179 2,154
Operating lease liabilities, current 516 442
Non-recourse debt 4,153 0
Total current liabilities 40,190 10,289
Operating lease liabilities, noncurrent 484 977
Non-recourse debt 0 4,057
Total liabilities $ 40,674 $ 15,323
[1] We have variable interest entity related to a joint venture in the Republic of Korea (see Note 12—Related Party Transactions in this Annual Report on Form 10-K), which represents a portion of the consolidated balances recorded within these financial statement line items.
[2] Including amounts from related parties of $151.9 million and $93.5 million as of December 31, 2025 and 2024, respectively.
[3] Including amount from related parties of $1.2 million and $1.2 million as of December 31, 2025 and 2024, respectively.
[4] Including amount from related parties of $1.4 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
[5] Including amounts from related parties of $6.0 million and $8.8 million as of December 31, 2025 and 2024, respectively
[6] Including amounts from related parties of $0.04 million and $4.0 million as of December 31, 2025 and 2024, respectively.
[7] Including amounts from related parties of $0.4 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
[8] Including amounts from related parties of $1.0 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
[9] Including amounts from related parties of $4.1 million as of December 31, 2024. There was no related party balance as of December 31, 2025.
v3.25.4
Commitments and Contingencies - (Details)
 1 Months Ended 12 Months Ended
Dec. 31, 2024
USD ($)
MW
Dec. 31, 2025
USD ($)
Dec. 31, 2024
USD ($)
MW
Dec. 31, 2023
USD ($)
Dec. 31, 2019
USD ($)
Dec. 19, 2025
USD ($)
Operating Leased Assets [Line Items]            
Purchase obligation $ 0 $ 0 $ 0      
PPA expenses   18,000,000.0 21,200,000 $ 25,900,000    
Restricted cash $ 148,120,000 27,472,000 $ 148,120,000      
Energy servers portfolio, power | MW 100   100      
Restricted cash, non-current $ 37,498,000 25,499,000 $ 37,498,000      
PPA IIIB            
Operating Leased Assets [Line Items]            
Restricted cash   $ 6,700,000        
Letter of Credit | Line of Credit            
Operating Leased Assets [Line Items]            
Maximum borrowing capacity 100,000,000   100,000,000     $ 90,000,000.0
Revolving Credit Facility | Line of Credit            
Operating Leased Assets [Line Items]            
Maximum borrowing capacity           $ 600,000,000.0
Percentage of each class of capital stock secured   65.00%        
Variable Interest Entity, Primary Beneficiary            
Operating Leased Assets [Line Items]            
Restricted cash 131,200,000 $ 26,600,000 131,200,000      
Variable Interest Entity, Primary Beneficiary | PPA II            
Operating Leased Assets [Line Items]            
Restricted cash 9,500,000   9,500,000      
Variable Interest Entity, Primary Beneficiary | PPA Company 5            
Operating Leased Assets [Line Items]            
Restricted cash, non-current $ 7,400,000 $ 900,000 $ 7,400,000      
Variable Interest Entity, Primary Beneficiary | PPA IIIB            
Operating Leased Assets [Line Items]            
Restricted cash         $ 20,000,000.0  
Restricted cash, pledged as collateral, term         7 years  
v3.25.4
Segment Information (Details)
 12 Months Ended
Dec. 31, 2025
segment
Segment Reporting [Abstract]  
Number of reportable segment 1
v3.25.4
Income Taxes - Domestic and Foreign Components of Income (Loss) Before Income Taxes (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Income Tax Disclosure [Abstract]      
United States $ (91,633) $ (29,969) $ (310,243)
Foreign 7,229 3,612 4,200
Loss before income taxes $ (84,404) $ (26,357) $ (306,043)
v3.25.4
Income Taxes - Provisions/ Benefit (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Current:      
Federal $ 0 $ 0 $ 0
State 241 (13) 246
Foreign 2,387 1,182 1,640
Total current 2,628 1,169 1,886
Deferred:      
Federal 0 0 0
State 0 0 0
Foreign 108 (323) 8
Total deferred 108 (323) 8
Total provision for income taxes $ 2,736 $ 846 $ 1,894
v3.25.4
Income Taxes - Effective Income Tax Rate Reconciliation (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Amounts      
U.S. federal statutory income tax rate $ (17,725) $ (5,534) $ (64,270)
Tax credits
Non-deductible compensation 15,113 4,654 6,295
ISO/ESPP disqualifying dispositions (6,544) (221) (316)
Loss on debt borrowings 16,724 5,458 0
Loss on SK Equity Transaction 0 0 11,811
Other nontaxable or nondeductible items 601 403 654
Excess tax (benefits)/deficits of stock-based compensation (31,552) 5,992 1,828
Global intangible low-taxed income 0 428 86
Tax on noncontrolling interest (272) (425) 1,222
Domestic state and local income taxes, net of federal effect 241 (13) 246
Total provision for income taxes $ 2,736 $ 846 $ 1,894
Percent      
U.S. federal statutory income tax rate 21.00% 21.00% 21.00%
Tax credits
Non-deductible compensation (0.179) (0.177) (0.021)
ISO/ESPP disqualifying dispositions 0.078 0.008 0.001
Loss on debt borrowings (0.198) (0.207) 0
Loss on SK Equity Transaction 0.00% 0.00% (3.90%)
Other nontaxable or nondeductible items (0.70%) (1.50%) (0.20%)
Excess tax (benefits)/deficits of stock-based compensation 37.40% (22.70%) (0.60%)
Global intangible low-taxed income 0.00% (1.60%) 0.00%
Tax on noncontrolling interest 0.30% 1.60% (0.40%)
Domestic state and local income taxes, net of federal effect (0.30%) 0.00% (0.10%)
Provision for income taxes/Effective tax rate (3.20%) (3.20%) (0.60%)
India      
Amounts      
Statutory tax rate difference / Other foreign jurisdictions $ 182 $ 290 $ 18
Prior Year return-to-provision true-up 375 56 239
Other $ 14 $ (68) $ (58)
Percent      
Statutory tax rate difference / Other foreign jurisdictions (0.20%) (1.10%) 0.00%
Prior Year return-to-provision true-up (0.40%) (0.20%) (0.10%)
Other 0.00% 0.30% 0.00%
Japan      
Amounts      
Changes in valuation allowance $ (407) $ (1,090) $ 240
Prior Year return-to-provision true-up 367 1,034 0
Other $ 51 $ 188 $ 13
Percent      
Changes in valuation allowance 0.50% 4.10% (0.10%)
Prior Year return-to-provision true-up (0.40%) (3.90%) 0.00%
Other (0.10%) (0.70%) 0.00%
Korea      
Amounts      
Statutory tax rate difference / Other foreign jurisdictions $ 496 $ 329 $ 243
Prior Year return-to-provision true-up (56) (287) (222)
Other $ 51 $ (25) $ 26
Percent      
Statutory tax rate difference / Other foreign jurisdictions (0.60%) (1.20%) (0.10%)
Prior Year return-to-provision true-up 0.10% 1.10% 0.10%
Other (0.10%) 0.10% 0.00%
Other foreign jurisdictions      
Amounts      
Statutory tax rate difference / Other foreign jurisdictions $ 69 $ (35) $ 568
Percent      
Statutory tax rate difference / Other foreign jurisdictions (0.10%) 0.10% (0.20%)
United States      
Amounts      
Changes in valuation allowance $ 25,008 $ (10,288) $ 43,271
Percent      
Changes in valuation allowance (29.60%) 39.00% (14.10%)
v3.25.4
Income Taxes - Income Tax Paid (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Effective Income Tax Rate Reconciliation [Line Items]      
U.S. federal $ 0 $ 0 $ 0
U.S. state and local 179 86 322
Foreign 1,527 1,338 1,133
Income Taxes Paid, Net 1,706 1,424 1,455
Connecticut      
Effective Income Tax Rate Reconciliation [Line Items]      
U.S. state and local     94
Oregon      
Effective Income Tax Rate Reconciliation [Line Items]      
U.S. state and local     160
New York      
Effective Income Tax Rate Reconciliation [Line Items]      
U.S. state and local 89    
Other      
Effective Income Tax Rate Reconciliation [Line Items]      
U.S. state and local 90 86 67
India      
Effective Income Tax Rate Reconciliation [Line Items]      
Foreign 906 357 380
Korea      
Effective Income Tax Rate Reconciliation [Line Items]      
Foreign 342 825 677
Taiwan      
Effective Income Tax Rate Reconciliation [Line Items]      
Foreign 173    
Other      
Effective Income Tax Rate Reconciliation [Line Items]      
Foreign $ 106 $ 156 $ 76
v3.25.4
Income Taxes - Narrative (Details) - USD ($)
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Tax Credit Carryforward [Line Items]      
Income tax expense (benefit) $ 2,736,000 $ 846,000 $ 1,894,000
Pre-tax loss $ 84,404,000 $ 26,357,000 $ 306,043,000
Provision for income taxes/Effective tax rate (3.20%) (3.20%) (0.60%)
Valuation allowance $ 872,631,000 $ 816,257,000  
Increase (decrease) in valuation allowance 56,400,000 (15,300,000)  
Uncertain tax positions increase 6,300,000    
Unrecognized tax benefits that would impact valuation allowance 65,100,000    
Interest and penalties accrued 0 $ 0  
Domestic Tax Jurisdiction      
Tax Credit Carryforward [Line Items]      
Operating loss carryforwards 2,300,000,000    
Tax credit carryforwards 54,500,000    
Domestic Tax Jurisdiction | Research Tax Credit Carryforward      
Tax Credit Carryforward [Line Items]      
Tax credit carryforwards 47,900,000    
Domestic Tax Jurisdiction | Investment Tax Credit Carryforward      
Tax Credit Carryforward [Line Items]      
Tax credit carryforwards 6,600,000    
State and Local Jurisdiction      
Tax Credit Carryforward [Line Items]      
Operating loss carryforwards 1,500,000,000    
Operating loss carryforwards, subject to expiration 523,500,000    
Tax credit carryforwards 21,800,000    
State and Local Jurisdiction | Research Tax Credit Carryforward      
Tax Credit Carryforward [Line Items]      
Tax credit carryforwards 21,800,000    
Foreign Tax Jurisdiction | Japan      
Tax Credit Carryforward [Line Items]      
Operating loss carryforwards, subject to expiration $ 7,000,000.0    
v3.25.4
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Income Tax Disclosure [Abstract]    
Tax credits and net operating loss carryforwards $ 623,907 $ 604,681
Lease liabilities 104,672 103,313
Research and development expenditures capitalization 63,373 71,229
Accruals and reserves 61,781 29,509
Disallowed Interest expenses 26,078 27,873
Stock-based compensation 20,969 18,808
Depreciation and amortization 11,256 14,131
Investment in partnerships 11,173 0
Deferred revenue 9,963 9,603
Other items—deferred tax assets 7,098 2,544
Gross deferred tax assets 940,270 881,691
Valuation allowance (872,631) (816,257)
Net deferred tax assets 67,639 65,434
Right-of-use assets and leased assets (59,835) (60,043)
Capitalized Commission (6,024) (3,503)
Gross deferred tax liabilities (65,859) (63,546)
Net deferred tax asset $ 1,780 $ 1,888
v3.25.4
Income Taxes - Operating Loss And Credit Carryforwards (Details)
$ in Millions
Dec. 31, 2025
USD ($)
Federal  
Operating Loss Carryforwards [Line Items]  
Operating loss carryforwards $ 2,300.0
Tax credit carryforwards 54.5
Federal | Expire in 2026 - 2030  
Operating Loss Carryforwards [Line Items]  
Operating loss carryforwards 400.0
Tax credit carryforwards 6.3
Federal | Expire in 2031 - 2035  
Operating Loss Carryforwards [Line Items]  
Operating loss carryforwards 1,000.0
Tax credit carryforwards 11.7
Federal | Expire beginning in 2035  
Operating Loss Carryforwards [Line Items]  
Operating loss carryforwards 200.0
Tax credit carryforwards 36.5
Federal | Carryforward indefinitely  
Operating Loss Carryforwards [Line Items]  
Operating loss carryforwards 600.0
Tax credit carryforwards 0.0
California  
Operating Loss Carryforwards [Line Items]  
Operating loss carryforwards 1,500.0
Tax credit carryforwards 21.8
California | Expire in 2026 - 2030  
Operating Loss Carryforwards [Line Items]  
Operating loss carryforwards 300.0
Tax credit carryforwards 0.0
California | Expire in 2031 - 2035  
Operating Loss Carryforwards [Line Items]  
Operating loss carryforwards 600.0
Tax credit carryforwards 0.0
California | Expire beginning in 2035  
Operating Loss Carryforwards [Line Items]  
Operating loss carryforwards 500.0
Tax credit carryforwards 0.0
California | Carryforward indefinitely  
Operating Loss Carryforwards [Line Items]  
Operating loss carryforwards 0.0
Tax credit carryforwards $ 21.8
v3.25.4
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]      
Unrecognized tax benefits beginning balance $ 63,951 $ 58,157 $ 48,389
Gross decrease for tax positions of prior year (326) (145) (152)
Gross increase for tax positions of prior year 0 0 1,307
Gross increase for tax positions of current year 6,655 5,939 8,613
Unrecognized tax benefits end balance $ 70,280 $ 63,951 $ 58,157
v3.25.4
Net Loss per Share Available to Common Stockholders - Narrative (Details) - shares
Jul. 27, 2023
Jul. 23, 2023
Class A Common Stock    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Debt conversion, shares issued (in shares) 1 1
v3.25.4
Net Loss per Share Available to Common Stockholders - Schedule of Basic and Diluted Net Loss per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Numerator:      
Net loss attributable to common stockholders $ (88,434) $ (29,227) $ (302,116)
Denominator:      
Weighted average shares of common stock, basic (in shares) 240,402 227,365 212,681
Weighted average shares of common stock, diluted (in shares) 240,402 227,365 212,681
Net loss per share available to common stockholders, basic (in dollars per share) $ (0.37) $ (0.13) $ (1.42)
Net loss per share available to common stockholders, diluted (in dollars per share) $ (0.37) $ (0.13) $ (1.42)
v3.25.4
Net Loss per Share Available to Common Stockholders - Schedule of Antidilutive Securities (Details) - shares
shares in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities (in shares) 69,373 61,345 49,133
Convertible notes      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities (in shares) 53,174 55,020 35,327
Redeemable convertible preferred stock      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities (in shares) 0 0 9,795
Stock options and awards      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities (in shares) 16,199 6,325 4,011
v3.25.4
SK ecoplant Strategic Investment - Narrative (Details)
$ / shares in Units, $ in Thousands
 1 Months Ended 12 Months Ended
Sep. 29, 2025
shares
Aug. 14, 2025
shares
Jul. 10, 2025
shares
Sep. 23, 2023
USD ($)
shares
Mar. 31, 2023
USD ($)
Mar. 20, 2023
USD ($)
$ / shares
shares
Nov. 08, 2022
shares
Aug. 10, 2022
$ / shares
shares
Dec. 29, 2021
shares
Dec. 31, 2023
USD ($)
MW
Sep. 30, 2023
MW
Oct. 31, 2021
USD ($)
$ / shares
shares
Dec. 31, 2025
USD ($)
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Mar. 30, 2023
USD ($)
Schedule of Equity Method Investments [Line Items]                                
Additional commitment | MW                   250            
Long-term purchase commitment, term                   4 years            
Minimum purchase commitment | MW                   500 250          
Derecognition of the pre-modification forward contract fair value                             $ 76,242  
Deferred revenue                         $ 65,608 $ 66,304    
SK Ecoplant                                
Schedule of Equity Method Investments [Line Items]                                
Purchase commitment period                       3 years        
Shares sold in offering (in shares) | shares 3,912,000 2,608 10,000,000                          
Total purchase price       $ 310,500                        
Deferred revenue                               $ 24,600
Sale of stock, excess consideration, deferred expense                         300 4,900    
Percentage of ownership after transaction     5.80%                          
Over-Allotment Option | SK Ecoplant                                
Schedule of Equity Method Investments [Line Items]                                
Offering price per share (in dollars per share) | $ / shares               $ 23.05                
Second Tranche Closing                                
Schedule of Equity Method Investments [Line Items]                                
Change in fair value           $ 16,100                    
Second Tranche Closing | SK Ecoplant                                
Schedule of Equity Method Investments [Line Items]                                
Total purchase price           311,000                    
Sale of stock, issuance cost           500                    
Transaction costs           $ 500                    
Loan commitment asset, term           5 years                    
Loan commitment asset, interest rate           4.60%                    
Loan commitment asset                   $ 52,800     52,800   52,800  
Sale of stock, consideration including loan commitment           $ 363,800                    
Deferred revenue           39,500                    
Sale of stock, excess consideration         $ 14,900               9,700 10,000    
Loan commitment asset, current                   5,300         5,300  
Loan commitment asset, noncurrent                   $ 47,500         $ 47,500  
Second Tranche Closing | SK Ecoplant | Prepaid Expenses and Other Current Assets                                
Schedule of Equity Method Investments [Line Items]                                
Sale of stock, excess consideration         8,200               1,600 1,200    
Second Tranche Closing | SK Ecoplant | Other long-term assets                                
Schedule of Equity Method Investments [Line Items]                                
Sale of stock, excess consideration         6,700               $ 8,100 $ 8,800    
Second Tranche Closing | SK Ecoplant                                
Schedule of Equity Method Investments [Line Items]                                
Sale of stock, consideration including loan commitment           $ 403,300                    
Series A Redeemable Convertible Preferred Stock | Initial Investment | SK Ecoplant                                
Schedule of Equity Method Investments [Line Items]                                
Offering price per share (in dollars per share) | $ / shares                       $ 25.50        
Total purchase price                       $ 255,000        
Series A Redeemable Convertible Preferred Stock | Initial Investment | SK Ecoplant                                
Schedule of Equity Method Investments [Line Items]                                
Shares sold in offering (in shares) | shares                 10,000,000     10,000,000        
Series A Redeemable Convertible Preferred Stock | Second Tranche Closing | SK Ecoplant                                
Schedule of Equity Method Investments [Line Items]                                
Derecognition of the pre-modification forward contract fair value         $ 76,200                      
Class A Common Stock | SK Ecoplant                                
Schedule of Equity Method Investments [Line Items]                                
Shares converted (in shares) | shares             10,000,000                  
Class A Common Stock | Over-Allotment Option | SK Ecoplant                                
Schedule of Equity Method Investments [Line Items]                                
Shares sold in offering (in shares) | shares               13,491,701                
Series B Preferred Stock | SK Ecoplant                                
Schedule of Equity Method Investments [Line Items]                                
Shares converted (in shares) | shares       13,491,701                        
Series B Preferred Stock | Second Tranche Closing | SK Ecoplant                                
Schedule of Equity Method Investments [Line Items]                                
Shares sold in offering (in shares) | shares           13,491,701                    
Offering price per share (in dollars per share) | $ / shares           $ 23.05                    
Temporary equity, par value (in dollars per share) | $ / shares           $ 0.0001