ESAC SEC filings, in plain English
Everything ESGEN Acquisition Corp has filed with the SEC that we hold — 40 filings, newest first, 5 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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What changed: Zeo Energy Corp filed an 8-K on August 21, 2026, reporting an amendment dated August 20, 2026, to its Common Stock Purchase Agreement with White Lion Capital, LLC. The Amendment modifies the definition of the minimum purchase price per share for Accelerated Purchase Notices, granting the Company sole discretion to set a floor price not lower than the applicable floor price and the notice price. Why it matters: This filing alters the pricing mechanics for up to $30.0 million in potential equity issuances under the existing agreement, shifting pricing discretion to Zeo Energy Corp rather than relying on fixed previous terms.
What changed: Q2 2026 10-Q of Zeo Energy Corp. (Nasdaq: ZEO), filed under ESGEN Acquisition Corp's CIK. Total net revenues were $16,169,463 for the quarter versus $18,101,930 a year earlier, as third-party revenue rose to $15,547,544 from $9,976,447 while related-party revenue fell to $621,919 from $8,125,483; six-month revenues were $29,354,407 versus $26,885,625. Loss from operations was $(2,988,955) versus $(2,853,506) and net loss $(2,749,966) versus $(2,679,464), with a six-month net loss of $(7,441,277) against $(15,998,827); loss per Class A share was $(0.07). Why it matters: Revenue composition shifted almost entirely from related-party to third-party sales year over year while total revenue fell about 11%. Cash is down 60% over the half-year and the company added convertible-note and derivative liabilities.
What changed vs 2026-05-15sponsor loan $9.9M → $9.9Msponsor loans outstanding1 moved
- Sponsor loans outstanding
- $9.9M$9.9M
SpacBrain reads this as $60,714 of sponsor debt has come off.
The clause …“Energy, LLC (“White Horse”). As of June 30, 2026 and December 31, 2025, the outstanding balance under the loan was $ 9,876,532 and $ 9,976,752 , respectively. As of June 30, 2026 and December 31, 2025, the Company had received”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Zeo Energy Corp. (Nasdaq: ZEO) reported the results of its annual meeting held August 7, 2026, at which 35,399,972 Class A and 22,880,000 Class V shares — 58,279,972 in aggregate — were eligible to vote on the June 30, 2026 record date and a quorum of 32,739,596 shares, approximately 56.2%, was present. All five incumbent directors were elected, with Timothy Bridgewater receiving 19,782,057 votes for and 11,049,819 withheld and James P. Why it matters: The 20% cap that Nasdaq imposes on convertible-note issuances has now been lifted by shareholder vote, so the number of shares the White Lion notes can convert into is no longer limited by that rule — the dilution ceiling was the vote, and it is gone. Two directors drew withheld votes of 11.0 million and 5.6 million against roughly 32 million cast, an order of magnitude above the other three.
What changed: Zeo Energy Corp. (successor to SPAC ESGEN Acquisition Corp) called its annual meeting for August 7, 2026 at 3:00 p.m. ET at virtualshareholdermeeting.com/ZEO2026, record date June 30, 2026. Alongside electing directors including Timothy Bridgewater, Abigail M. Allen, James P. Benson and Neil Bush and ratifying Tanner LLC as auditor, Proposal 2 asks holders to approve under Nasdaq Listing Rule 5635(d) the future issuance of Class A common stock at or above 20% of shares outstanding as of June 9, 2026 on conversion of promissory notes issued to White Lion Capital LLC. Why it matters: The Nasdaq 20% proposal is a request for pre-approval of open-ended convertible note dilution: once granted, White Lion can convert notes into Class A shares beyond the 20% cap that would otherwise require a separate vote. Convertible facilities of this type typically price off a discount to market, so issuance grows as the share price falls, which is the classic death-spiral structure for post-SPAC issuers. Legacy ESGEN holders who stayed in through the deal bear that dilution, and the company's need for the facility signals a constrained cash position.
What changed: Zeo Energy Corp. filed a preliminary proxy for its Annual Meeting of Stockholders, to be held virtually on August 7, 2026 at 3 p.m. Eastern time; the record date is June 30, 2026. Four proposals: election of Timothy Bridgewater, Dr. Abigail M. Allen, James P. Benson, Neil Bush and Mark M. Jacobs for terms expiring at the 2027 annual meeting; a Nasdaq Listing Rule 5635(d) share-issuance proposal; ratification of Tanner LLC as independent registered public accounting firm for the fiscal year ending December 31, 2026; and adjournment. Why it matters: The Nasdaq proposal is the one with dilution consequence. It asks holders to approve the potential future issuance of Class A common stock equal to or in excess of 20% of the outstanding Class A and Class V common stock, or of the company's outstanding voting power, in each case measured as of June 9, 2026, on future conversion of promissory notes issued to White Lion Capital LLC under a Note Purchase Agreement dated June 9, 2026. approval is sought precisely because issuances under that facility could cross the Nasdaq 20% threshold. The notice states no share cap of its own.
sponsor loans outstandingnothing moved · 1 with no prior record of ours
- Sponsor loans outstanding
- not previously extracted$9.9M
The clause …“Energy, LLC (“White Horse”). As of March 31, 2026 and December 31, 2025, the outstanding balance under the loan was $ 9,937,246 and $ 9,976,752 , respectively. 12 Note Receivable During 2025, SLI performed a fair-market-value”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
sponsor loans outstandingnothing moved · 1 with no prior record of ours
- Sponsor loans outstanding
- not previously extracted$10.0M
The clause …“with a bank for up $ 10 million. As of December 31, 2025 and 2024, the outstanding balance of the guaranteed loan was $ 9,976,752 and $ 3,460,840 , respectively. The loan is also personally guaranteed by the Company’s CEO. The”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
In plain English
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.