Schedule 13G

Filed by: BASF VENTURE CAPITAL GMBH
Total Shares: 7,973,292
Subject Company: ESS Tech Inc - View Complete Ownership History Backtest
Filed as of Date: 10/20/2021
Event Date: 10/08/2021
Overall % Ownership: 5.9
Theoretical performance if you bought this security on the day the filing was released.
Perf 1d Perf 5d Perf 1m Perf 6m Perf 1y Max Gain # Days to Max Gain Max Loss # Days to Max Loss
1.0139 5.0697 0.1901 -64.2586 18.8213 9 -74.7782 87

Reporting Persons

Name Sole
Voting Power
Shared
Voting Power
Sole
Dispositive Power
Shared
Dispositive Power
Aggregate
Amount Owned
Percent
of class
BASF Venture Capital GmbH 7,973,282 0 7,973,282 0 7,973,292 5.9%
View Original Filing on Edgar's

Raw Filing Contents

0001193125-21-302805.txt : 20211020
0001193125-21-302805.hdr.sgml : 20211020
20211020123630
ACCESSION NUMBER:		0001193125-21-302805
CONFORMED SUBMISSION TYPE:	SC 13G
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20211020
DATE AS OF CHANGE:		20211020

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ESS Tech, Inc.
		CENTRAL INDEX KEY:			0001819438
		STANDARD INDUSTRIAL CLASSIFICATION:	MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690]
		IRS NUMBER:				000000000
		STATE OF INCORPORATION:			E9
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-91696
		FILM NUMBER:		211333298

	BUSINESS ADDRESS:	
		STREET 1:		26440 SW PARKWAY AVE.
		STREET 2:		BLDG. 83
		CITY:			WILSONVILLE
		STATE:			OR
		ZIP:			97070
		BUSINESS PHONE:		(855) 423-9920

	MAIL ADDRESS:	
		STREET 1:		26440 SW PARKWAY AVE.
		STREET 2:		BLDG. 83
		CITY:			WILSONVILLE
		STATE:			OR
		ZIP:			97070

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	ACON S2 Acquisition Corp.
		DATE OF NAME CHANGE:	20200728

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			BASF Venture Capital GmbH
		CENTRAL INDEX KEY:			0001889151
		IRS NUMBER:				000000000

	FILING VALUES:
		FORM TYPE:		SC 13G

	BUSINESS ADDRESS:	
		STREET 1:		BE 01
		STREET 2:		BENCKISERPLATZ 1
		CITY:			LUDWIGSHAGEN RHINE
		STATE:			2M
		ZIP:			67059
		BUSINESS PHONE:		49 621 60 76819

	MAIL ADDRESS:	
		STREET 1:		BE 01
		STREET 2:		BENCKISERPLATZ 1
		CITY:			LUDWIGSHAGEN RHINE
		STATE:			2M
		ZIP:			67059
SC 13G 1 d146382dsc13g.htm SC 13G SC 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.    )*

 

 

ESS Tech, Inc.

(Name of Issuer)

Common stock, par value $0.0001 per share

(Title of Class of Securities)

26916J106

(CUSIP Number)

October 8, 2021

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☒ Rule 13d-1(c)

☐ Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 


CUSIP No. 26916J106

 

  1.    

  Names of Reporting Persons

 

  BASF Venture Capital GmbH

  2.    

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

 

  3.    

  SEC Use Only

 

  4.    

  Citizenship or Place of Organization

 

  Germany

Number of

Shares

  Beneficially  

Owned by

Each

Reporting

Person

With:

    5.     

  Sole Voting Power

 

  7,973,282 shares

  6.     

  Shared Voting Power

 

  0

  7.     

  Sole Dispositive Power

 

  7,973,282 shares

  8.     

  Shared Dispositive Power

 

  0

  9.    

  Aggregate Amount Beneficially Owned by Each Reporting Person

 

  7,973,282 shares

10.    

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 

  ☐

11.    

  Percent of Class Represented by Amount in Row (9)

 

  5.9% (1)

12.    

  Type of Reporting Person (See Instructions)

 

  CO

 

(1)

Percentage ownership is based on (i) 135,058,074 shares of the Issuer’s outstanding common stock as of October 8, 2021, as reported by the Issuer in its Current Report on Form 8-K filed with the Securities and Exchange Commission on October 15, 2021 and (ii) 7,973,282 shares issued to the reporting person on October 8, 2021.


Item 1(a)

Name of Issuer:

ESS Tech, Inc.

 

Item 1(b)

Address of Issuer’s Principal Executive Offices:

26440 SW Parkway Ave

Wilsonville, OR 97070

 

Item 2(a)

Name of Person Filing:

BASF Venture Capital GmbH

 

Item 2(b)

Address of Principal Business Office or, if none, Residence:

Benckiserplatz 1, Building BE01

Ludwigshafen, Germany 67059

 

Item 2(c)

Citizenship:

BASF Venture Capital GmbH is incorporated in Germany

 

Item 2(d)

Title of Class of Securities:

Common stock, par value $0.0001 per share

 

Item 2(e)

CUSIP Number:

26916J106

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

Not applicable.

 

Item 4.

Ownership.

 

  (a)

Amount beneficially owned:

See Row 9 of cover page.

 

  (b)

Percent of class:

See Row 11 of cover page.

 

  (c)

Number of shares as to which the person has:

 

  (i)

Sole power to vote or to direct the vote:

See Row 5 of cover page.


  (ii)

Shared power to vote or to direct the vote:

See Row 6 of cover page.

 

  (iii)

Sole power to dispose or to direct the disposition of:

See Row 7 of cover page.

 

  (iv)

Shared power to dispose or to direct the disposition of:

See Row 8 of cover page.

 

Item 5.

Ownership of 5 Percent or Less of a Class.

Not applicable.

 

Item 6.

Ownership of More than 5 Percent on Behalf of Another Person.

Not applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group.

Not applicable.

 

Item 9.

Notice of Dissolution of Group.

Not applicable.

 

Item 10.

Certifications.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.


SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: October 20, 2021

 

BASF Venture Capital GmbH
By:  

/s/ Markus Solibieda

Name:   Markus Solibieda
Title:   Managing Director
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