Page 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 10 - K ( Mark One ) > ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39632 Decarbonization Plus Acquisition Corporation ( Exact Name of Registrant as Specified in its Charter ) Delaware ( State or Other Jurisdiction of Incorporation or Organization ) 2744 Sand Hill Road Menlo Park , California ( Address of Principal Executive Offices ) 94025 ( Zip Code ) Registrant's telephone number , including area code : ( 212 ) 993-0076 Securities registered pursuant to Section 12 ( b ) of the Act : Trading Symbol ( s ) Title of each class Units , each consisting of one share of Class A common stock and one - half of one warrant Class A common stock , par value $ 0.0001 per share Warrants , each whole warrant exercisable for one share of Class A common stock at an exercise price of $ 11.50 per share DCRBU DCRB DCRBW 82-2726724 ( I.R.S. Employer Identification No. ) Name of each exchange on which registered Nasdaq Capital Market Nasdaq Capital Market Nasdaq Capital Market Securities registered pursuant to Section 12 ( g ) of the Act : None No | No | Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes Indicate by check mark whether the registrant : ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes > No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( §232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes > No Accelerated filer Smaller reporting company Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company , or an emerging growth company . See the definitions of “ large accelerated filer , ” “ acceleratedfiler , ” “ smaller reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . Large accelerated filer Non - accelerated filer Eme growth company X If an emerging growth company , indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act . Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Exchange Act ) . Yes > No The registrant's units , each consisting of one share of Class A common stock and one - half of one warrant , began trading on the Nasdaq Capital Market on October 20 , 2020. Prior to that date , the Registrant's units were not traded on any national securities exchange or in the over - the - counter market . Commencing December 14 , 2020 , holders of the units were permitted to elect to separately trade the shares of Class A common stock and public warrants included in the units . On December 31 , 2020 , the last business day of the registrant's most recently completed fourth fiscal quarter , the aggregate market value of the registrant's Class A common stock held by non - affiliates of the registrant was approximately $ 239.3 million based on the closing sales price of the registrant's Class A common stock on such date as reported on the Nasdaq Capital Market . For purposes of this computation , all officers , directors and 10 % beneficial owners of the