$100,000,000
Common Stock
Preferred Stock
Debt Securities
Warrants
Rights
Units
We may offer and sell, from time to time shares of our common stock, par value $0.001 per share (our "Common Stock"), shares of our preferred stock, par value $0.001 per share (our "Preferred Stock"), debt securities, warrants, rights, and units that include any of these securities. The Preferred Stock or warrants may be convertible into or exercisable for shares of our Common Stock or shares of our Preferred Stock or other of our securities registered hereunder. The debt securities may be convertible into or exchangeable for shares of our Common Stock or shares of our Preferred Stock. Our Common Stock is listed on the New York Stock Exchange American (the "NYSE American") and trades under the symbol "BESS" and our Common Stock Purchase Warrants are listed on the NYSE American and trades under the symbol "BESSWS".
We may offer and sell these securities to or through one or more underwriters, dealers, and agents, or directly to purchasers, on a continuous or delayed basis.
The aggregate market value of our outstanding Common Stock held by non-affiliates was approximately $12.4 million, based on approximately 7.1 million shares of outstanding Common Stock as of September 23, 2026, of which approximately 2.7 million shares were held by affiliates, and based on the closing sale price of our Common Stock of $2.80 on September 23, 2026.
This prospectus describes some of the general terms that may apply to these securities and the general manner in which they may be offered. The specific terms of any securities to be offered, and the specific manner in which they may be offered, will be described in a supplement to this prospectus. You should read this prospectus and any applicable prospectus supplement carefully before you invest.