Item 5. Other Information
Item 5. Other Information.
None
47
Item 6. Exhibits.
The following exhibits are filed as part of, or incorporated by reference into, this Form 10-Q.
Incorporated by
Reference
Exhibit
Number
Description
Form
Exhibit
Filing
Date
3.1
Certificate of Incorporation of Zeo Energy Corp.
8-K
3.1
March 20, 2024
3.2
Bylaws of Zeo Energy Corp.
8-K
3.2
March 20, 2024
10.1
Amended and Restated Subscription Agreement, dated as of January 24, 2024, by and among ESGEN, OpCo and the Sponsor.
8-K
10.2
January 25, 2024
10.2
Letter Agreement, dated as of October 22, 2021, by and among ESGEN, the Sponsor and the Insiders party thereto.
8-K
10.5
October 25, 2021
10.3
Amendment to Letter Agreement, dated as of April 19, 2023, by and among ESGEN, the Sponsor and the Insiders party thereto.
8-K
10.1
April 20, 2023
10.4
Amendment No. 2 to Letter Agreement, dated as of January 24, 2024, by and among ESGEN, the Sponsor and the Insiders party thereto.
8-K
10.1
January 25, 2024
10.5
Side Letter, dated as of March 13, 2024 by and among ESGEN, Sponsor, Sunergy and the other parties thereto.
8-K
10.5
March 20, 2024
10.6
Non-Redemption Agreement, dated as of March 11, 2024, by and between ESGEN and The K2 Principal Fund L.P.
8-K
10.1
March 12, 2024
10.7
Amended and Restated Registration Rights Agreement, dated as of March 13, 2024.
8-K
10.7
March 20, 2024
10.8
OpCo A&R LLC Agreement, dated as of March 13, 2024.
8-K
10.8
March 20, 2024
10.10
Tax Receivable Agreement, dated as of March 13, 2024.
8-K
10.10
March 20, 2024
10.11
Form of Indemnification Agreement.
8-K
10.11
March 20, 2024
10.12
Employment Agreement, dated March 13, 2024, by and between Opco and Timothy Bridgewater.
8-K
10.12
March 20, 2024
10.13
Employment Agreement, dated March 13, 2024, by and between Opco and Kalen Larsen.
8-K
10.13
March 20, 2024
10.14
Employment Agreement, dated March 13, 2024, by and between Opco and Gianluca “Luke” Guy.
8-K
10.14
March 20, 2024
10.15
Employment Agreement, dated March 13, 2024, by and between Opco and Brandon Bridgewater.
8-K
10.15
March 20, 2024
31.1*
Certification of Chief Executive Officer pursuant to Section
302 of the Sarbanes-Oxley Act of 2002
31.2*
Certification of Chief Financial Officer pursuant to Section
302 of the Sarbanes-Oxley Act of 2002
32.1**
Certification of Chief Executive Officer pursuant to Section
302 of the Sarbanes-Oxley Act of 2002
32.2**
Certification of Chief Financial
Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
101.INS
Inline XBRL Instance Document
101.SCH
Inline XBRL Taxonomy Extension Schema Document.
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
* Filed herewith.
** Furnished herewith.
48
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Zeo Energy Corp.
Date: January 23, 2025
/s/ Timothy Bridgewater
Name:
Timothy Bridgewater
Title:
Chief Executive Officer
Date: January
23, 2025
By:
/s/
Cannon Holbrook
Name:
Cannon Holbrook
Title:
Chief Financial Officer
49
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.