Flux Power Amends 10-K, Taps New CEO Vanka Amid Board Shake-Up
Ticker: FLUX · Form: 10-K/A · Filed: Dec 10, 2025 · CIK: 1083743
Sentiment: mixed
Topics: 10-K/A, Corporate Governance, Executive Appointments, CEO Change, Board of Directors, SEC Filing, Leadership Transition
Related Tickers: FLUX, FLNC, DARE
TL;DR
FLUX just dropped a 10-K/A revealing a major leadership overhaul with a new CEO from Fluence Energy and an independent Chairman, signaling a potential strategic pivot that could be bullish for the stock.
AI Summary
Flux Power Holdings, Inc. filed a 10-K/A on December 10, 2025, to amend its Annual Report for the fiscal year ended June 30, 2025, primarily to include Part III information regarding directors, executive officers, and corporate governance, which was omitted from the original September 17, 2025 filing. The amendment details significant leadership changes, including the retirement of former Chairman and CEO Mr. Dutt on March 10, 2025. Krishna Vanka was appointed as the new Director, Chief Executive Officer, and President, effective March 10, 2025, bringing 18 years of experience in renewable energy and EV charging, including a 300% increase in Annual Recurring Revenue at Fluence Energy, Inc. Dale T. Robinette was appointed Chairman of the Board on March 10, 2025, transitioning from Lead Independent Director. Jeffrey C. Mason was promoted to Chief Operating Officer effective August 1, 2025. The company's market value of voting and non-voting common stock held by non-affiliates was approximately $19,565,000 as of December 31, 2024, with 16,835,698 shares of common stock outstanding as of September 12, 2025. The filing also includes new Section 302 Sarbanes-Oxley Act certifications from the principal executive and financial officers.
Why It Matters
This 10-K/A filing is crucial for investors as it provides the full corporate governance details, including the new leadership structure, which was missing from the initial 10-K. The appointment of Krishna Vanka as CEO, with his background in scaling renewable energy and EV charging companies like Fluence Energy, Inc., signals a potential strategic shift or renewed focus for Flux Power in a highly competitive market. For employees and customers, new leadership often brings changes in company direction and operational priorities. The transition to an independent Chairman, Dale T. Robinette, enhances corporate oversight, which could improve investor confidence and market perception.
Risk Assessment
Risk Level: medium — The risk level is medium because while the filing addresses a regulatory compliance issue by providing omitted Part III information, significant leadership changes, including a new CEO and Chairman effective March 10, 2025, introduce execution risk. The company's market value of non-affiliate common stock was approximately $19,565,000 as of December 31, 2024, indicating a smaller market capitalization which can be more volatile to management transitions.
Analyst Insight
Investors should closely monitor Flux Power's upcoming earnings calls and future filings for insights into the new CEO Krishna Vanka's strategic vision and how it translates into financial performance. Evaluate whether his experience at Fluence Energy, Inc. leads to tangible improvements in revenue and profitability. Consider the impact of the new independent Chairman, Dale T. Robinette, on corporate governance and long-term stability.
Executive Compensation
| Name | Title | Total Compensation |
|---|---|---|
| Krishna Vanka | Director, Chief Executive Officer, and President | |
| Kevin S. Royal | Chief Financial Officer and Secretary | |
| Jeffrey C. Mason | Chief Operating Officer |
Key Numbers
- $19,565,000 — Aggregate market value of voting and non-voting common stock held by non-affiliates (as of December 31, 2024, indicating the company's market capitalization)
- 16,835,698 — Shares of common stock outstanding (as of September 12, 2025, providing insight into share count)
- March 10, 2025 — Effective date of CEO and Chairman appointments (marks a significant leadership transition)
- August 1, 2025 — Effective date of COO promotion (indicates a recent operational leadership change)
- 300% — Increase in Annual Recurring Revenue (ARR) (achieved by Mr. Vanka at Fluence Energy, Inc., highlighting his growth capabilities)
Key Players & Entities
- Flux Power Holdings, Inc. (company) — registrant
- Krishna Vanka (person) — Director, Chief Executive Officer and President
- Kevin S. Royal (person) — Chief Financial Officer and Secretary
- Jeffrey C. Mason (person) — Chief Operating Officer
- Dale T. Robinette (person) — Chairman of the Board and Independent Director
- Michael Johnson (person) — Director
- Lisa Walters-Hoffert (person) — Director and Chairperson of the Audit Committee
- Mark F. Leposky (person) — Director and Chairperson of the Nominating and Governance Committee
- Mr. Dutt (person) — former Chairman and Chief Executive Officer
- Fluence Energy, Inc. (company) — Mr. Vanka's previous employer
FAQ
Who is the new CEO of Flux Power Holdings, Inc. and what is his background?
Krishna Vanka was appointed Director, Chief Executive Officer, and President of Flux Power Holdings, Inc. effective March 10, 2025. He has over 18 years of experience in technology companies, including serving as SVP & Chief Digital Officer at Fluence Energy, Inc. where he achieved a 300% increase in Annual Recurring Revenue.
Why did Flux Power Holdings, Inc. file a 10-K/A?
Flux Power Holdings, Inc. filed this Amendment No. 1 on Form 10-K/A to include information required by Part III of its Annual Report for the fiscal year ended June 30, 2025, which was not included in the original filing because the definitive proxy statement was not filed within 120 days.
What significant leadership changes occurred at Flux Power Holdings, Inc.?
Mr. Dutt, the former Chairman and CEO, retired on March 10, 2025. Krishna Vanka was appointed CEO and President on March 10, 2025, and Dale T. Robinette was appointed Chairman of the Board on the same date. Additionally, Jeffrey C. Mason was promoted to Chief Operating Officer effective August 1, 2025.
What is the market value of non-affiliate common stock for Flux Power Holdings, Inc.?
The aggregate market value of voting and non-voting common stock held by non-affiliates of Flux Power Holdings, Inc. was approximately $19,565,000 as of December 31, 2024.
How many shares of common stock are outstanding for Flux Power Holdings, Inc.?
As of September 12, 2025, there were 16,835,698 shares of Flux Power Holdings, Inc.'s common stock outstanding.
Who is the new Chairman of the Board for Flux Power Holdings, Inc.?
Dale T. Robinette was appointed Chairman of the Board for Flux Power Holdings, Inc. effective March 10, 2025. He previously served as the lead independent director from September 10, 2021.
What is the role of the Lead Independent Director at Flux Power Holdings, Inc.?
The Lead Independent Director Guidelines, adopted on September 10, 2021, outline responsibilities such as serving as the primary intermediary between non-employee directors and management, approving board agendas, and reviewing board performance evaluations. Currently, Flux Power does not have a Lead Independent Director because the Chairman, Mr. Robinette, is an independent director.
Are there any legal proceedings involving Flux Power Holdings, Inc.'s directors or executive officers?
To the best of the company's knowledge, none of its directors or executive officers have been involved in any bankruptcy petitions, criminal proceedings, or judgments related to business, securities, or banking activities during the past ten years.
What is the significance of the Section 302 certifications in this Flux Power 10-K/A?
The filing of new certifications from the principal executive officer and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 confirms their responsibility for the accuracy of the financial and other information contained in the amended report, despite no financial statements being included in this specific amendment.
How does Flux Power Holdings, Inc. manage risk oversight?
The Board of Directors as a whole has responsibility for risk oversight, exercising this directly and through its committees. The Board periodically assesses its leadership structure to ensure effective oversight of management.
Risk Factors
- Leadership Transition [medium — operational]: The company experienced significant leadership changes with the retirement of its former Chairman and CEO, Mr. Dutt, and the appointment of Krishna Vanka as CEO and President and Dale T. Robinette as Chairman on March 10, 2025. The effectiveness of the new leadership team in driving future growth and operational stability is a key consideration.
- Market Capitalization [medium — financial]: As of December 31, 2024, the aggregate market value of voting and non-voting common stock held by non-affiliates was approximately $19,565,000. This relatively low market cap suggests potential challenges in accessing capital markets and investor perception.
- Sarbanes-Oxley Act Compliance [low — regulatory]: The filing includes new Section 302 Sarbanes-Oxley Act certifications from the principal executive and financial officers. Ensuring ongoing compliance with SOX regulations is critical for maintaining investor confidence and avoiding penalties.
Industry Context
Flux Power Holdings operates within the energy storage and power delivery solutions sector, which is experiencing significant growth driven by the expansion of renewable energy and electric vehicle infrastructure. Key trends include advancements in battery technology, demand for grid-scale storage, and the electrification of transportation. The competitive landscape includes established players and emerging technology companies.
Regulatory Implications
The company must adhere to financial reporting standards mandated by the SEC, including Sarbanes-Oxley Act compliance, as evidenced by the new Section 302 certifications. Changes in leadership also necessitate ensuring smooth transitions and maintaining robust corporate governance practices to meet regulatory expectations and investor confidence.
What Investors Should Do
- Monitor the impact of new leadership (CEO Krishna Vanka, Chairman Robinette) on strategic execution and financial performance.
- Evaluate the company's ability to grow its market capitalization from its current level of approximately $19.6 million.
- Assess the company's operational strategy under the new COO, Jeffrey C. Mason.
- Review future filings for detailed financial performance metrics and margin improvements.
Key Dates
- 2025-03-10: Retirement of Chairman and CEO Mr. Dutt; Appointment of Krishna Vanka as Director, CEO, and President; Appointment of Dale T. Robinette as Chairman of the Board. — Marks a significant leadership transition, bringing in new executive leadership with experience in renewable energy and EV charging.
- 2025-08-01: Jeffrey C. Mason promoted to Chief Operating Officer. — Indicates a recent change in operational leadership, potentially aimed at improving execution and efficiency.
- 2024-12-31: Aggregate market value of voting and non-voting common stock held by non-affiliates was approximately $19,565,000. — Provides a snapshot of the company's market capitalization as of a recent date.
- 2025-09-12: 16,835,698 shares of common stock outstanding. — Details the current share count, relevant for per-share calculations and ownership analysis.
- 2025-09-17: Original 10-K filing for fiscal year ended June 30, 2025. — The initial annual report filing.
- 2025-12-10: 10-K/A filing to amend the Annual Report, including Part III information. — Provides updated and complete information, particularly regarding corporate governance and executive details.
Glossary
- 10-K/A
- An amended annual report filed with the SEC to correct or supplement information in a previously filed 10-K. (This filing is an amendment to Flux Power's annual report, indicating updates or additions to the original filing.)
- Annual Recurring Revenue (ARR)
- The predictable revenue a company expects to receive on a recurring basis from its customers over a specific period, typically a year. (Highlights the growth capabilities of new CEO Krishna Vanka, who achieved a 300% ARR increase at Fluence Energy.)
- Assets Under Management (AUM)
- The total market value of assets that a financial institution manages on behalf of clients. (Indicates the scale of operations managed by Krishna Vanka in his previous role at Fluence Energy, showing a fivefold expansion.)
- Sarbanes-Oxley Act (SOX)
- A federal law enacted in 2002 that sets new and expanded requirements for all U.S. public company boards, management, and public accounting firms. (The filing includes required SOX certifications, demonstrating compliance efforts.)
- Market Capitalization
- The total market value of a company's outstanding shares of stock, calculated by multiplying the current share price by the total number of shares outstanding. (The filing provides the market value of non-affiliate shares ($19,565,000 as of Dec 31, 2024), indicating the company's size and investor valuation.)
Year-Over-Year Comparison
This 10-K/A filing primarily serves to add Part III information, including details on directors, executive officers, and corporate governance, which was omitted from the original September 17, 2025 filing. Key leadership changes, including the appointment of a new CEO and Chairman effective March 10, 2025, and a new COO effective August 1, 2025, are detailed. No direct year-over-year financial comparisons are available within this specific amendment, as it focuses on corporate structure and governance rather than updated financial performance metrics.
Filing Stats: 4,559 words · 18 min read · ~15 pages · Grade level 12.3 · Accepted 2025-12-10 06:06:01
Key Financial Figures
- $0.001 — ch registered Common Stock, par value $0.001 per share FLUX Nasdaq Capital Mark
Filing Documents
- form10-ka.htm (10-K/A) — 514KB
- ex31-3.htm (EX-31.3) — 7KB
- ex31-4.htm (EX-31.4) — 7KB
- form10-ka_001.jpg (GRAPHIC) — 65KB
- form10-ka_002.jpg (GRAPHIC) — 64KB
- 0001493152-25-026997.txt ( ) — 1071KB
- flux-20250630.xsd (EX-101.SCH) — 3KB
- flux-20250630_lab.xml (EX-101.LAB) — 35KB
- flux-20250630_pre.xml (EX-101.PRE) — 23KB
- form10-ka_htm.xml (XML) — 8KB
Business
Business Experience Krishna Vanka . Mr. Vanka has over 18 years of experience in building, scaling, managing and transforming technology companies in sectors including renewable energy, electric vehicle charging, and others. Mr. Vanka has served as SVP & Chief Digital Officer (CEO of Digital Division) at Fluence Energy, Inc. (Nasdaq: FLNC), from August 2022 to January 2024. In this role, he was responsible for the company's strategic growth, profitability, and operational execution, achieving a 300% increase in Annual Recurring Revenue (ARR) and overseeing a fivefold expansion in Assets Under Management (AUM). He played a key role in integrating product lines of two cloud-based software offerings, Mosaic and Nispera, into a unified platform, driving innovation in Fluence's software offerings, including Battery Management Systems (BMS), IoT devices, and Core OS. Mosaic was recognized for its state-of-the-art machine learning algorithms and AI-driven capabilities, winning Time magazine's 2022 Best Innovations award in the software category. Prior to joining FLNC, Mr. Vanka was a founding team member and Chief Product Officer at InCharge Energy from November 2020 to August 2022, where he led product development and technology strategy for EV fleet charging solutions. From April 2018 to November 2020, he was the founder and Chief Executive Officer of MyShoperoo Inc, an enterprise-focused on-demand shopping platform that optimized last-mile delivery efficiency through intelligent aggregation algorithms. Mr. Vanka holds a Bachelor of Applied Science in Computer Engineering from the University of Ottawa and an MBA from Georgia State University. He has also completed executive leadership programs at UC Berkeley, including coursework in Artificial Intelligence for Business Strategies. Kevin S. Royal, Chief Financial Officer and Secretary. Mr. Royal was appointed as our Chief Financial Officer and Secretary effective March 4, 2024. Mr. Royal has over 20 years of experienc