Form 8-K - Current report

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): December 22, 2023

Proterra Inc
(Exact name of registrant as specified in its charter)

Delaware	001-39546	90-2099565
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

1815 Rollins Road Burlingame, California 94010
(Address of principal executive offices, including zip code)

(864) 438-0000
(Registrant’s Telephone Number, Including Area Code)

N/A
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

	☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

	☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

	☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

	☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange

on which registered

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

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. ☐

Item 7.01.

Regulation FD Disclosure.

As previously disclosed, on August 7, 2023, Proterra Inc, a Delaware corporation (the “Company”), and its subsidiary Proterra Operating Company, Inc. (the “OpCo” and collectively, the “Debtors”) filed voluntary petitions under Chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware (such court, the “Bankruptcy Court” and such proceedings, the “Chapter 11 Cases”). The Chapter 11 Cases are currently jointly administered under the caption In re Proterra Inc, Case No. 23-11120 (BLS). The Debtors continue to operate their businesses as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court.

Monthly Operating Reports

On November 21, 2023, the Company filed with the Bankruptcy Court its monthly operating report for the period ended October 31, 2023 and on December 21, 2023, the Company filed with the Bankruptcy Court its monthly operating report for the period ended November 30, 2023 (collectively, the “Company Monthly Operating Reports”). On November 21, 2023, OpCo filed with the Bankruptcy Court its monthly operating report for the period ended October 31, 2023 and on December 21, 2023, OpCo filed with the Bankruptcy Court its monthly operating report for the period ended November 30, 2023 (the “OpCo Monthly Operating Reports” and together with the Company Monthly Operating Reports, the “Monthly Operating Reports”). The Company Monthly Operating Reports and the OpCo Monthly Operating Reports are attached hereto as Exhibit 99.1, 99.2, 99.3 and 99.4, respectively. This Current Report on Form 8-K (including the exhibits hereto, the “Form 8-K”) will not be deemed an admission as to the materiality of any herein. The Company previously disclosed in its Current Report on Form 8-K filed on September 21, 2023 that it was filing its monthly operating reports with the Bankruptcy Court and that each such report would be available for review free of charge online at https://www.kccllc.net/proterra/document/list/5955.

The information contained in this Item 7.01 and in Exhibits 99.1, 99.2, 99.3 and 99.4 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.

Cautionary Statement Regarding the Monthly Operating Reports

The Company cautions investors and potential investors not to place undue reliance upon the information contained in the Monthly Operating Reports, which were not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of the Company. The Monthly Operating Reports are limited in scope, cover a limited time period, and have been prepared solely for the purpose of complying with the reporting requirements of the Bankruptcy Court. The Monthly Operating Reports were not audited or reviewed by independent accountants, were not prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”), are in a format prescribed by applicable bankruptcy rules and guidelines, and are subject to future adjustment and reconciliation. Furthermore, the monthly financial information contained in the Monthly Operating Reports not been subjected to the same level of accounting review and testing that the Debtors apply when preparing their quarterly and annual consolidated financial information in accordance with GAAP. Accordingly, upon the application of such procedures, the Debtors believe that the financial information may be subject to change, and these changes could be material. There can be no assurance that, from the perspective of an investor or potential investor in the Company’s securities, the Monthly Operating Reports are complete. Results and projections set forth in the Monthly Operating Reports should not be viewed as indicative of future results.

Cautionary Statement Regarding Forward-Looking Information

This Form 8-K and the Monthly Operating Reports contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange. The Company’s actual results may differ materially from those anticipated in these forward-looking statements as a result of certain risks and other factors, including risks and uncertainties relating to the Company’s Chapter 11 Cases. Many factors could cause actual future events to differ materially from the forward-looking statements in this Form 8-K and the Monthly Operating Reports, including risks and uncertainties set forth in the sections entitled “Risk Factors” in the Company’s Annual Report for the year ended December 31, 2022, filed with the Securities and Exchange Commission (the “SEC”) on March 17, 2023, as amended on May 1, 2023, the Company’s quarterly report for the three and nine months ended September 30, 2023, filed on November 6, 2023 or the Company’s other filings with the SEC. The forward-looking statements included in this Form 8-K and the Monthly Operating Reports speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and the Company assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. The Company does not give any assurance that it will achieve its expectations.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

99.1		Monthly Operating Report of Proterra Inc for the period ended October 31, 2023 filed with the United States Bankruptcy Court for the District of Delaware.

99.2		Monthly Operating Report of Proterra Inc for the period ended November 30, 2023 filed with the United States Bankruptcy Court for the District of Delaware.

99.3		Monthly Operating Report of Proterra Operating Company, Inc. for the period ended October 31, 2023 filed with the United States Bankruptcy Court for the District of Delaware.

99.4		Monthly Operating Report of Proterra Operating Company, Inc. for the period ended November 30, 2023 filed with the United States Bankruptcy Court for the District of Delaware.

104		Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

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 hereunto duly authorized.

Date: December 22, 2023

PROTERRA, INC.

By:	/s/ David S. Black
	Name:	David S. Black
	Title:	Chief Financial Officer

EXHIBIT 99.1

UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In Re. Proterra Inc § § § Debtor(s) § Monthly Operating Report Reporting Period Ended: 10/31/2023 Months Pending: 3 Reporting Method: Accrual Basis Debtor's Full-Time Employees (current): Debtor's Full-Time Employees (as of date of order for relief): Case No. 23-11120 Lead Case No. 23-11120 Jointly Administered Petition Date: 08/07/2023 Industry Classification: Cash Basis 0 0 Chapter 11 Supporting Documentation (check all that are attached): (For jointly administered debtors, any required schedules must be provided on a non-consolidated basis for each debtor) ☒ Statement of cash receipts and disbursements ☒ Balance sheet containing the summary and detail of the assets, liabilities and equity (net worth) or deficit ☒ Statement of operations (profit or loss statement) ☒ Accounts receivable aging ☒ Postpetition liabilities aging ☐ Statement of capital assets ☐ Schedule of payments to professionals Schedule of payments to insiders ☒ All bank statements and bank reconciliations for the reporting period ☐ Description of the assets sold or transferred and the terms of the sale or transfer /s/ Andrew L. Magaziner Andrew L. Magaziner Signature of Responsible Party Printed Name of Responsible Party 11/21/2023 Young Conaway Stargatt & Taylor LLP Date 1000 North King St, Wilmington, DE 19801 Address STATEMENT: This Periodic Report is associated with an open bankruptcy case; therefore, Paperwork Reduction Act exemption 5 C.F.R. 2311120231121000000000028 § 1320.4(a)(2) applies.

Part 1: Cash Receipts and Disbursements Current Month Cumulative a. Cash balance beginning of month $0 b. Total receipts (net of transfers between accounts) $0 $0 c. Total disbursements (net of transfers between accounts) $0 $0 d. Cash balance end of month (a+b-c) $0 e. Disbursements made by third party for the benefit of the estate $0 $0 f. Total disbursements for quarterly fee calculation (c+e) $0 $0 Part 2: Asset and Liability Status Current Month (Not generally applicable to Individual Debtors. See Instructions.) a. Accounts receivable (total net of allowance) $0 b. Accounts receivable over 90 days outstanding (net of allowance) $0 c. Inventory (Book Market Other (attach explanation)) $0 d Total current assets $0 e. Total assets $0 f. Postpetition payables (excluding taxes) $0 g. Postpetition payables past due (excluding taxes) $0 h. Postpetition taxes payable $0 i. Postpetition taxes past due $0 j. Total postpetition debt (f+h) $0 k. Prepetition secured debt $0 l. Prepetition priority debt $0 m. Prepetition unsecured debt $0 n. Total liabilities (debt) (j+k+l+m) $0 o. Ending equity/net worth (e-n) $0

Part 3: Assets Sold or Transferred Current Month Cumulative a. Total cash sales price for assets sold/transferred outside the ordinary course of business $0 $0 b. Total payments to third parties incident to assets being sold/transferred outside the ordinary course of business $0 $0 c. Net cash proceeds from assets sold/transferred outside the ordinary course of business (a-b) $0 $0 Part 4: Income Statement (Statement of Operations) Current Month Cumulative (Not generally applicable to Individual Debtors. See Instructions.) a. b. c. d. e. f. g. h. i. j. k. Gross income/sales (net of returns and allowances) Cost of goods sold (inclusive of depreciation, if applicable) Gross profit (a-b) Selling expenses General and administrative expenses Other expenses Depreciation and/or amortization (not included in 4b) Interest Taxes (local, state, and federal) Reorganization items Profit (loss) $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 UST Form 11-MOR (12/01/2021) 2

Part 5: Professional Fees and Expenses a. Approved Current Month Approved Cumulative Paid Current Month Paid Cumulative Debtor's professional fees & expenses (bankruptcy) Aggregate Total $0 $0 $0 $0 Itemized Breakdown by Firm Firm Name Role i Paul, Weiss, Rifkind, Wharton &Lead Counsel $0 $0 $0 $0 ii Young Conaway Stargatt & Taylor Local Counsel $0 $0 $0 $0 iii FTI Consulting, Inc. Financial Professional $0 $0 $0 $0 iv Moelis & Company Financial Professional $0 $0 $0 $0 v KPMG LLP Financial Professional $0 $0 $0 $0 vi Kurtzman Carson Consultants LLC Other $0 $0 $0 $0 vii viii ix x xi xii xiii xiv xv xvi xvii xviii xix xx xxi xxii xxiii xxiv xxv xxvi

xxvii xxviii xxix xxx xxxi xxxii xxxiii xxxiv xxxv xxxvi xxxvii xxxvii xxxix xl xli xlii xliii xliv xlv xlvi xlvii xlviii xlix l li lii liii liv lv lvi lvii lviii lix lx lxi lxii lxiii lxiv lxv lxvi lxvii lxviii lxix lxx lxxi lxxii lxxiii lxxiv lxxv lxxvi lxxvii lxxvii

lxxix lxxx lxxxi lxxxii lxxxii lxxxiv lxxxv lxxxvi lxxxvi lxxxvi lxxxix xc xci xcii xciii xciv xcv xcvi xcvii xcviii xcix c ci b. Approved Current Month Approved Cumulative Paid Current Month Paid Cumulative Debtor's professional fees & expenses (nonbankruptcy) Aggregate Total $0 $0 $0 $0 Itemized Breakdown by Firm Firm Name Role i BDO USA, LLP Financial Professional $0 $0 $0 $0 ii Greenberg Traurig, LLP Other $0 $0 $0 $0 iii Ogletree, Deakins, Nash, Smoak Other $0 $0 $0 $0 iv Bookoff McAndrews PLLC Other $0 $0 $0 $0 v Squire Patton Boggs (US) LLP Other $0 $0 $0 $0 vi Womble Bond Dickinson (US) Other $0 $0 $0 $0 vii viii ix x xi xii xiii xiv

xv xvi xvii xviii xix xx xxi xxii xxiii xxiv xxv xxvi xxvii xxviii xxix xxx xxxi xxxii xxxiii xxxiv xxxv xxxvi xxxvii xxxvii xxxix xl xli xlii xliii xliv xlv xlvi xlvii xlviii xlix l li lii liii liv lv lvi

lvii lviii lix lx lxi lxii lxiii lxiv lxv lxvi lxvii lxviii lxix lxx lxxi lxxii lxxiii lxxiv lxxv lxxvi lxxvii lxxvii lxxix lxxx lxxxi lxxxii lxxxii lxxxiv lxxxv lxxxvi lxxxvi lxxxvi lxxxix xc xci xcii xciii xciv xcv xcvi xcvii xcviii

Debtor's Name Proterra Inc Case No. 23-11120 xcix c c. All professional fees and expenses (debtor & committees) $0 $0 $0 $0 Part 6: Postpetition Taxes Current Month Cumulative a. Postpetition income taxes accrued (local, state, and federal) $0 $0 b. Postpetition income taxes paid (local, state, and federal) $0 $0 c. Postpetition employer payroll taxes accrued $0 $0 d. Postpetition employer payroll taxes paid $0 $0 e. Postpetition property taxes paid $0 $0 f. Postpetition other taxes accrued (local, state, and federal) $0 $0 g. Postpetition other taxes paid (local, state, and federal) $0 $0 Part 7: Questionnaire - During this reporting period: a. Were any payments made on prepetition debt? (if yes, see Instructions) Yes No b. Were any payments made outside the ordinary course of business Yes No without court approval? (if yes, see Instructions) c. Were any payments made to or on behalf of insiders? Yes No d. Are you current on postpetition tax return filings? Yes No e. Are you current on postpetition estimated tax payments? Yes No f. Were all trust fund taxes remitted on a current basis? Yes No g. Was there any postpetition borrowing, other than trade credit? Yes No (if yes, see Instructions) h. Were all payments made to or on behalf of professionals approved by Yes No N/A the court? i. Do you have: Worker's compensation insurance? Yes No If yes, are your premiums current? Yes No N/A (if no, see Instructions) Casualty/property insurance? Yes No If yes, are your premiums current? Yes No N/A (if no, see Instructions) General liability insurance? Yes No If yes, are your premiums current? Yes No N/A (if no, see Instructions) j. Has a plan of reorganization been filed with the court? Yes No k. Has a disclosure statement been filed with the court? Yes No l. Are you current with quarterly U.S. Trustee fees as Yes No set forth under 28 U.S.C. § 1930?

Part 8: Individual Chapter 11 Debtors (Only) a. b. c. Gross income (receipts) from salary and wages Gross income (receipts) from self-employment Gross income from all other sources $0 $0 $0 d. e. Total income in the reporting period (a+b+c) Payroll deductions $0 $0 f. g. Self-employment related expenses Living expenses $0 $0 h. i. j. k. All other expenses Total expenses in the reporting period (e+f+g+h) Difference between total income and total expenses (d-i) List the total amount of all postpetition debts that are past due $0 $0 $0 $0 l. m. Are you required to pay any Domestic Support Obligations as defined by 11 U.S.C § 101(14A)? If yes, have you made all Domestic Support Obligation payments? Yes Yes No No N/A Privacy Act Statement 28 U.S.C. § 589b authorizes the collection of this information, and provision of this information is mandatory under 11 U.S.C. §§ 704, 1106, and 1107. The United States Trustee will use this information to calculate statutory fee assessments under 28 U.S.C. § 1930(a)(6). The United States Trustee will also use this information to evaluate a chapter 11 debtor's progress through the bankruptcy system, including the likelihood of a plan of reorganization being confirmed and whether the case is being prosecuted in good faith. This information may be disclosed to a bankruptcy trustee or examiner when the information is needed to perform the trustee's or examiner's duties or to the appropriate federal, state, local, regulatory, tribal, or foreign law enforcement agency when the information indicates a violation or potential violation of law. Other disclosures may be made for routine purposes. For a discussion of the types of routine disclosures that may be made, you may consult the Executive Office for United States Trustee's systems of records notice, UST-001, "Bankruptcy Case Files and Associated Records." See 71 Fed. Reg. 59,818 et seq. (Oct. 11, 2006). A copy of the notice may be obtained at the following link: http:// www.justice.gov/ust/eo/rules_regulations/index.htm. Failure to provide this information could result in the dismissal or conversion of your bankruptcy case or other action by the United States Trustee. 11 U.S.C. § 1112(b)(4)(F). I declare under penalty of perjury that the foregoing Monthly Operating Report and its supporting documentation are true and correct and that I have been authorized to sign this report on behalf of the estate. /s/ David S. Black David S. Black Signature of Responsible Party Printed Name of Responsible Party Chief Financial Officer 11/21/2023 Title Date

In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Cautionary Statement Regarding the Monthly Operating Report The Debtor cautions investors and potential investors not to place undue reliance upon the information contained in this Monthly Operating Report, which was not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of the Debtor. The Monthly Operating Report is limited in scope, covers a limited time period, and has been prepared solely for the purpose of complying with the reporting requirements of the U.S. Bankruptcy Court for the District of Delaware. The Monthly Operating Report was not audited or reviewed by independent accountants, was not prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”), is in a format prescribed by applicable bankruptcy rules and guidelines, and is subject to future adjustment and reconciliation. Furthermore, the monthly financial information contained in the Monthly Operating Report has not been subjected to the same level of accounting review and testing that the Debtor applies when preparing its quarterly and annual consolidated financial information in accordance with GAAP. Accordingly, upon the application of such procedures, the Debtor believes that the financial information may be subject to change, and these changes could be material. There can be no assurance that, from the perspective of an investor or potential investor in the Debtor’s securities, the Monthly Operating Report is complete. Results and projections set forth in the Monthly Operating Report should not be viewed as indicative of future results.

In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Cash Receipts & Disbursements Proterra Inc. 23-11120 Proterra Operating Company, Inc. 23-11121 Cash Receipts Receipts $ - $ 30,740,926 Other - 74,790 Total Cash Receipts(2) $ - $ 30,815,716 Operating Disbursements Vendor Payments $ - $ (14,615,898) Payroll & Related - (12,916,448) Rent & Lease Payments - (1,549,603) Utilities - (106,063) Freight & Shipping - (129,680) Taxes - (674,181) Insurance - (442,648) Engineering/Development Spend - (158,900) Total Operating Disbursements $ - $ (30,593,420) Operating Cash Flow $ - $ 222,296 Non-Operating Disbursements Interest & Fees $ - $ (2,227,652) Professional Fees - (1,771,829) Other Restructuring - (1,342,500) Total Non-Operating Disbursements $ - $ (5,341,981) Total Disbursements $ - $ (35,935,401) Net Cash Flow $ - $ (5,119,685) Cash Roll Forward (3) Beginning Cash Balance - 143,775,705 Net Cash Flow - (5,119,685) Mark-to-Market of Short-Term Investment Account(2) - 244,769 Ending Cash Balance(4) $ - $ 138,900,788 (1) All information contained herein is unaudited and subject to future adjustment. (2) The amount of Total Receipts presented in MOR Part 1(b) corresponds to the sum of Total Cash Receipts + Mark-to-Market of ST Investment Account. (3) Excludes restricted cash posted for surety bonds and deposits posted to third parties. (4) Additional restricted cash totaling $12,433,804 is held by Philadelphia Indemnity Insurance Company as surety collateral, which is reflected in the Debtors 10/31/23 Balance Sheet.

In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Debtors' Balance Sheet (Unaudited) Proterra Inc. 23-11120 Proterra Operating Company, Inc. 23-11121 ASSETS CURRENT ASSETS Cash and cash equivalents $ - $10,836,630 Accounts receivable, net - 67,466,478 Short term Investments - 114,977,636 Inventory - 253,093,980 Prepaid expenses and other current assets - 32,590,901 Deferred costs of goods sold - 4,538,504 Restricted cash, current(2) - 25,520,326 TOTAL CURRENT ASSETS $ - $509,024,455 Property, plant, and equipment, net $ - $105,498,187 Operating lease right-of-use assets - 14,765,132 Long-term inventory prepayment - - Other assets - 49,665,014 TOTAL ASSETS $ - $678,952,788 LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT CURRENT LIABILITIES Accounts payable $ - $6,975,179 Taxes payable - 1,399,277 Accrued liabilities - 36,291,895 Deferred revenue, current - 1,076,471 Operating lease liabilities, current - Debt, current 180,055,707 Derivative liability - TOTAL CURRENT LIABILITIES $ - $225,798,529 Deferred revenue, non-current Operating lease liabilities, non-current Other long-term liabilities $ - - - 12,989 - 5,441,265 TOTAL NON-CURRENT LIABILITIES $ - $5,454,254 Liabilities Subject to Compromise $ - $209,694,926 TOTAL LIABILITIES SUBJECT TO COMPROMISE $ - $209,694,926 TOTAL LIABILITIES $ - $440,947,709 STOCKHOLDERS' EQUITY Common stock $ - $22,477 Preferred stock - - Additional paid-in capital 1,642,200,913 Accumulated deficit - Accumulated other comprehensive loss (1,404,218,310)

TOTAL STOCKHOLDERS' EQUITY $ - $238,005,080 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ - $678,952,789 (1) All information contained herein is unaudited and subject to future adjustment. (2) This amount includes $12,433,804 of restricted cash, which is held by Philadelphia Indemnity Insurance Company as surety collateral.

In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Debtors' Statement of Operations (Unaudited) Proterra Inc. 23-11120 Proterra Operating Company, Inc. 23-11121 Net Revenue: Product revenue $ - $ $19,880,674 Parts and other service revenue - 2,757,927 Total Net Revenue $ - $ $22,638,601 Cost of Sales: Product cost of goods sold $ - $20,937,692 Parts and other service cost of goods sold - 9,981,381 Total Cost of Sales $ - $30,919,073 Gross Profit $ - $ (8,280,472) Research and Development $ - $4,795,804 Sales and Marketing $ - $1,717,759 Depreciation and/or amortization - 612,527 Selling, general, and administrative expense - 9,089,879 Gain/(Loss) From Operations $ - $ (24,496,441) Interest income/(expense) $ - $(1,440,949) Gain/(loss) on debt extinguishment - - Gain/(loss) on valuation of derivative liability - - Other income/(expense), net - (2,556) Reorganization items - (12,345,319) Gain/(Loss) Before Income taxes $ - $ (38,285,265) Income taxes - - Net Gain/(Loss) $ - $ (38,285,265) (1) All information contained herein is unaudited and subject to future adjustment.

In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Accounts Receivable Balance (Unaudited) Proterra Inc. (23 11120) A/R Aging Current 1 30 days 31 60 days 61 90 days Over 90 days Total A/R Accounts Receivable $ - $ - $ - $ - $ - $ - Bad Debt Expense - - - - - - Total Accounts Receivable $ - $ - $ - $ - $ - $ - Proterra Operating Company, Inc. (23 11121) A/R Aging Current 1 30 days 31 60 days 61 90 days Over 90 days Total A/R Accounts Receivable $ 31,156,308 $ 5,727,780 $ 4,052,810 $ 5,874,011 $ 21,436,995 $ 68,247,904 Bad Debt Expense - - - - (781,426) (781,426) Total Accounts Receivable $ 31,156,308 $ 5,727,780 $ 4,052,810 $ 5,874,011 $ 20,655,569 $ 67,466,479

In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Postpetition Accounts Payable Balance (Unaudited) Proterra Inc. (23-11120) A/P Aging Current 1 - 30 days 31 - 60 days 61 - 90 days Over 90 days Total A/P Trade Payables Tax Payables $ - - $ - - $ - - $ - - $ - - $ - - Total Post-Petition Payables $ - $ - $ - $ - $ - $ - Proterra Operating Company, Inc. (23-11121) A/P Aging Current 1 - 30 days 31 - 60 days 61 - 90 days Over 90 days Total A/P Trade Payables $ 4,673,370 $ 1,743,795 $ 558,014 $ - $ - $ 6,975,179 Tax Payables 1,203,277 98,000 98,000 - - 1,399,277 Total Post-Petition Payables $ 5,876,647 $ 1,841,795 $ 656,014 $ - $ - $ 8,374,456

In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Bank Account Information Legal Entity Account Type Bank Name Account Number (last 4 digits) Bank Balance(1) Proterra Operating Company, Inc. Concentration Account Bank of America, N.A. 5378 $ 3,305,576 Proterra Operating Company, Inc. Cash Sweep Account - Lockbox Bank of America, N.A. 0802 $ - Proterra Operating Company, Inc. Payroll Account Bank of America, N.A. 0807 $ 2,148,463 Proterra Operating Company, Inc. Zero Balance Account - Operating Bank of America, N.A. 0548 $ - Proterra Operating Company, Inc. AP Account Bank of America, N.A. 2116 $ 5,088,981 Proterra Operating Company, Inc. Working Capital Management Account Merrill Lynch 3373 $ 115,401,334 Proterra Operating Company, Inc. Operating Account Silicon Valley Bank 8094 $ 1 Proterra Operating Company, Inc. Money Market Account Silicon Valley Bank 2469 $ 725 Total Cash [Bank Balance] $ 125,945,081 Less Outstanding Checks (130,815) Total Cash [Book Balance] $ 125,814,266 Restricted Cash Proterra Operating Company, Inc. Cash Collateral Account Silicon Valley Bank 7619 $ 131,470 Proterra Operating Company, Inc. Adequate Assurance Account Bank of America, N.A. 9582 $ 507,488 Proterra Operating Company, Inc. Self-Insured Claims Escrow Account Bank of America, N.A. 9587 $ - Proterra Operating Company, Inc. Professional Fee Escrow Account Bank of America, N.A. 9624 $ - Proterra Operating Company, Inc. Collateral Account (LC) Bank of America, N.A. 9020 $ 12,447,564 Proterra Operating Company, Inc. 363 Sale Account Bank of America, N.A. 9600 $ - Proterra Operating Company, Inc. Liquidation Account (Liquidation Proceeds Bank of America, N.A. 9605 $ - Total Restricted Cash(2) $ 13,086,522 (1) All amounts are in USD. (2) Additional restricted cash totaling $12,433,804 is held by Philadelphia Indemnity Insurance Company as surety collateral, which is reflected in the Debtors 10/31/23 Balance Sheet.

In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Schedule of Payments to Insiders Item Title Amount Chris Bailey Chief Business Officer $ 30,829 David S. Black Chief Financial Officer 35,011 Labkhand S. Dadyar Chief People Officer 27,577 Jeffrey D. Embt Chief Accounting Officer 22,357 Dustin L. Grace Chief Technology Officer 28,906 Gareth T. Joyce Chief Executive Officer 38,600 Jeffrey E. Mitchell General Counsel 31,027 Julian Soell Chief Operating Officer 25,855 Jill Frizzley Board Member 35,000 Brook Porter Board Member 15,000 Constance Skidmore Board Member 16,250 Jan R. Hauser Board Member 25,000 Jeannine P. Sargent Board Member 16,250 Mary L. Krakauer Board Member 26,250 Michael D. Smith Board Member 15,000 Roger M. Nielsen Board Member 27,500 Total $ 416,413

In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Bank Reconciliations The Debtors hereby submit this attestation regarding bank account reconciliations in lieu of provi- ding copies of bank statements, bank reconciliations and journal entries. The Debtors’ standard practice is to ensure that bank reconciliations are completed before closing the books each reporting period. I attest that each of the Debtors’ bank accounts has been reconci- led in accordance with their standard practices. /s/ David S. Black 11/21/2023 Signature of Authorized Individual Date David S. Black Chief Financial Officer Printed Name of Authorized Individual Title of Authorized Individual

In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Part 3: Question A, B, C Assets Sold or Transfer Certain de minimis sales were made on October 10th [DI 351].

In re: Proterra, Inc. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Part 7: Question A Were any payments made on prepetition debt? To the extent any payments were made on account of prepetition claims following the commencement of these Chapter 11 Cases pursuant to the authority granted to the Debtors by the Bankruptcy Court under the First Day Orders, such payments have been included in the MOR.

In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Part 7: Questions D & E Are you current on postpetition estimated tax payments? USD 155,600 in PST taxes are owed to British Columbia Ministry of Finance and USD 40,400 in GST/HST taxes are owed to the Canada Revenue Agency. The Debtors intend to file the applicable tax retuns and pay these taxes as soon as possible, upon the completion of accounting work by Deloitte, their Canadian auditor. Pursuant to DI 219 and DI 212, the Debtor intends to engage Deloitte after their OCP application is deemed approved.

In re: Proterra, Inc. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Monthly Operating Report - Company Information Debtor's Full-Time Employees (current): 0 Note: The full employee headcount pertaining to the Debtors is detailed in the MOR for Proterra Operating Inc. This may encompass certain employment agreements executed with Proterra, Inc.

EXHIBIT 99.2

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 1 of 24 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In Re. Proterra Inc § Case No. 23-11120 § § Lead Case No. 23-11120 Debtor(s) § Jointly Administered Monthly Operating Report Chapter 11 Reporting Period Ended: 11/30/2023 Months Pending: 4 Reporting Method: Accrual Basis Debtor's Full-Time Employees (current): Debtor's Full-Time Employees (as of date of order for relief): Supporting Documentation (check all that are attached): Petition Date: 08/07/2023 Industry Classification: 3 3 6 1 Cash Basis 0 0 (For jointly administered debtors, any required schedules must be provided on a non-consolidated basis for each debtor) Statement of cash receipts and disbursements Balance sheet containing the summary and detail of the assets, liabilities and equity (net worth) or deficit Statement of operations (profit or loss statement) Accounts receivable aging Postpetition liabilities aging Statement of capital assets Schedule of payments to professionals Schedule of payments to insiders All bank statements and bank reconciliations for the reporting period Description of the assets sold or transferred and the terms of the sale or transfer /s/ Andrew L. Magaziner Signature of Responsible Party 12/21/2023 Date Andrew L. Magaziner Printed Name of Responsible Party Young Conaway Stargatt & Taylor LLP 1000 North King St, Wilmington, DE 19801 Address STATEMENT: This Periodic Report is associated with an open bankruptcy case; therefore, Paperwork Reduction Act exemption 5 C.F.R. § 1320.4(a)(2) applies. UST Form 11-MOR (12/01/2021)

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 2 of 24 Debtor's Name Proterra Inc Case No. 23-11120 Part 1: Cash Receipts and Disbursements Current Month Cumulative a. Cash balance beginning of month $0 b. Total receipts (net of transfers between accounts) $0 $0 c. Total disbursements (net of transfers between accounts) $0 $0 d. Cash balance end of month (a+b-c) $0 e. Disbursements made by third party for the benefit of the estate $0 $0 f. Total disbursements for quarterly fee calculation (c+e) $0 $0 Part 2: Asset and Liability Status Current Month (Not generally applicable to Individual Debtors. See Instructions.) a. Accounts receivable (total net of allowance) $0 b. Accounts receivable over 90 days outstanding (net of allowance) $0 c. Inventory ( Book Market Other (attach explanation)) $0 d Total current assets $0 e. Total assets $0 f. Postpetition payables (excluding taxes) $0 g. Postpetition payables past due (excluding taxes) $0 h. Postpetition taxes payable $0 i. Postpetition taxes past due $0 j. Total postpetition debt (f+h) $0 k. Prepetition secured debt $0 l. Prepetition priority debt $0 m. Prepetition unsecured debt $0 n. Total liabilities (debt) (j+k+l+m) $0 o. Ending equity/net worth (e-n) $0 Part 3: Assets Sold or Transferred Current Month Cumulative a. Total cash sales price for assets sold/transferred outside the ordinary course of business $0 $0 b. Total payments to third parties incident to assets being sold/transferred outside the ordinary course of business $0 $0 c. Net cash proceeds from assets sold/transferred outside the ordinary course of business (a-b) $0 $0 Part 4: Income Statement (Statement of Operations) Current Month Cumulative (Not generally applicable to Individual Debtors. See Instructions.) a. Gross income/sales (net of returns and allowances) $0 b. Cost of goods sold (inclusive of depreciation, if applicable) $0 c. Gross profit (a-b) $0 d. Selling expenses $0 e. General and administrative expenses $0 f. Other expenses $0 g. Depreciation and/or amortization (not included in 4b) $0 h. Interest $0 i. Taxes (local, state, and federal) $0 j. Reorganization items $0 k. Profit (loss) $0 $0 UST Form 11-MOR (12/01/2021)

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 3 of 24 Debtor's Name Proterra Inc Case No. 23-11120 Part 5: Professional Fees and Expenses a. Approved Current Month Approved Cumulative Paid Current Month Paid Cumulative Debtor's professional fees & expenses (bankruptcy) Aggregate Total $0 $0 $0 $0 Itemized Breakdown by Firm Firm Name Role i Paul, Weiss, Rifkind, Wharton & Lead Counsel $0 $0 $0 $0 ii Young Conaway Stargatt & Tay Local Counsel $0 $0 $0 $0 iii FTI Consulting, Inc. Financial Professional $0 $0 $0 $0 iv Moelis & Company Financial Professional $0 $0 $0 $0 v KPMG LLP Financial Professional $0 $0 $0 $0 vi Kurtzman Carson Consultants L Other $0 $0 $0 $0 vii viii ix x xi xii xiii xiv xv xvi xvii xviii xix xx xxi xxii xxiii xxiv xxv xxvi xxvii xxviii xxix xxx xxxi xxxii xxxiii xxxiv xxxv xxxvi UST Form 11-MOR (12/01/2021)

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 4 of 24 Debtor's Name Proterra Inc Case No. 23-11120 xxxvii xxxvii xxxix xl xli xlii xliii xliv xlv xlvi xlvii xlviii xlix l li lii liii liv lv lvi lvii lviii lix lx lxi lxii lxiii lxiv lxv lxvi lxvii lxviii lxix lxx lxxi lxxii lxxiii lxxiv lxxv lxxvi lxxvii lxxvii UST Form 11-MOR (12/01/2021)

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 5 of 24 Debtor's Name Proterra Inc Case No. 23-11120 lxxix lxxx lxxxi lxxxii lxxxii lxxxiv lxxxv lxxxvi lxxxvi lxxxvi lxxxix xc xci xcii xciii xciv xcv xcvi xcvii xcviii xcix c ci b. Approved Current Month Approved Cumulative Paid Current Month Paid Cumulative Debtor's professional fees & expenses (nonbankruptcy) Aggregate Total $0 $0 $0 $0 Itemized Breakdown by Firm Firm Name Role i BDO USA, LLP Financial Professional $0 $0 $0 $0 ii Greenberg Traurig, LLP Other $0 $0 $0 $0 iii Ogletree, Deakins, Nash, Smoak Other $0 $0 $0 $0 iv Bookoff McAndrews PLLC Other $0 $0 $0 $0 v Squire Patton Boggs (US) LLP Other $0 $0 $0 $0 vi Womble Bond Dickinson (US) Other $0 $0 $0 $0 vii Protiviti Inc. Financial Professional $0 $0 $0 $0 viii Demler Armstrong & Rowland, Other $0 $0 $0 $0 ix Rutan & Tucker, LLP Other $0 $0 $0 $0 x xi xii xiii xiv UST Form 11-MOR (12/01/2021)

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 6 of 24 Debtor's Name Proterra Inc Case No. 23-11120 xv xvi xvii xviii xix xx xxi xxii xxiii xxiv xxv xxvi xxvii xxviii xxix xxx xxxi xxxii xxxiii xxxiv xxxv xxxvi xxxvii xxxvii xxxix xl xli xlii xliii xliv xlv xlvi xlvii xlviii xlix l li lii liii liv lv lvi UST Form 11-MOR (12/01/2021)

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 7 of 24 Debtor's Name Proterra Inc Case No. 23-11120 lvii lviii lix lx lxi lxii lxiii lxiv lxv lxvi lxvii lxviii lxix lxx lxxi lxxii lxxiii lxxiv lxxv lxxvi lxxvii lxxvii lxxix lxxx lxxxi lxxxii lxxxii lxxxiv lxxxv lxxxvi lxxxvi lxxxvi lxxxix xc xci xcii xciii xciv xcv xcvi xcvii xcviii UST Form 11-MOR (12/01/2021)

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 8 of 24 Debtor's Name Proterra Inc Case No. 23-11120 xcix c c. All professional fees and expenses (debtor & committees) $0 $0 $0 $0 Part 6: Postpetition Taxes a. Postpetition income taxes accrued (local, state, and federal) b. Postpetition income taxes paid (local, state, and federal) c. Postpetition employer payroll taxes accrued d. Postpetition employer payroll taxes paid e. Postpetition property taxes paid f. Postpetition other taxes accrued (local, state, and federal) g. Postpetition other taxes paid (local, state, and federal) Part 7: Questionnaire - During this reporting period: a. Were any payments made on prepetition debt? (if yes, see Instructions) b. Were any payments made outside the ordinary course of business without court approval? (if yes, see Instructions) c. Were any payments made to or on behalf of insiders? d. Are you current on postpetition tax return filings? e. Are you current on postpetition estimated tax payments? f. Were all trust fund taxes remitted on a current basis? g. Was there any postpetition borrowing, other than trade credit? (if yes, see Instructions) h. Were all payments made to or on behalf of professionals approved by the court? i. Do you have: Worker's compensation insurance? If yes, are your premiums current? Casualty/property insurance? If yes, are your premiums current? General liability insurance? If yes, are your premiums current? j. Has a plan of reorganization been filed with the court? k. Has a disclosure statement been filed with the court? l. Are you current with quarterly U.S. Trustee fees as set forth under 28 U.S.C. § 1930? UST Form 11-MOR (12/01/2021) Current Month Cumulative $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 Yes No Yes No Yes No Yes No Yes No Yes No Yes No Yes No N/A Yes No Yes No N/A (if no, see Instructions) Yes No Yes No N/A (if no, see Instructions) Yes No Yes No N/A (if no, see Instructions) Yes No Yes No Yes No

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 9 of 24 Debtor's Name Proterra Inc Case No. 23-11120 Part 8: Individual Chapter 11 Debtors (Only) a. Gross income (receipts) from salary and wages $0 b. Gross income (receipts) from self-employment $0 c. Gross income from all other sources $0 d. Total income in the reporting period (a+b+c) $0 e. Payroll deductions $0 f. Self-employment related expenses $0 g. Living expenses $0 h. All other expenses $0 i. Total expenses in the reporting period (e+f+g+h) $0 j. Difference between total income and total expenses (d-i) $0 k. List the total amount of all postpetition debts that are past due $0 l. Are you required to pay any Domestic Support Obligations as defined by 11 Yes No U.S.C § 101(14A)? m. If yes, have you made all Domestic Support Obligation payments? Yes No N/A Privacy Act Statement 28 U.S.C. § 589b authorizes the collection of this information, and provision of this information is mandatory under 11 U.S.C. §§ 704, 1106, and 1107. The United States Trustee will use this information to calculate statutory fee assessments under 28 U.S.C. § 1930(a)(6). The United States Trustee will also use this information to evaluate a chapter 11 debtor's progress through the bankruptcy system, including the likelihood of a plan of reorganization being confirmed and whether the case is being prosecuted in good faith. This information may be disclosed to a bankruptcy trustee or examiner when the information is needed to perform the trustee's or examiner's duties or to the appropriate federal, state, local, regulatory, tribal, or foreign law enforcement agency when the information indicates a violation or potential violation of law. Other disclosures may be made for routine purposes. For a discussion of the types of routine disclosures that may be made, you may consult the Executive Office for United States Trustee's systems of records notice, UST-001, "Bankruptcy Case Files and Associated Records." See 71 Fed. Reg. 59,818 et seq. (Oct. 11, 2006). A copy of the notice may be obtained at the following link: http:// www.justice.gov/ust/eo/rules_regulations/index.htm. Failure to provide this information could result in the dismissal or conversion of your bankruptcy case or other action by the United States Trustee. 11 U.S.C. § 1112(b)(4)(F). I declare under penalty of perjury that the foregoing Monthly Operating Report and its supporting documentation are true and correct and that I have been authorized to sign this report on behalf of the estate. /s/ David S. Black David S. Black Signature of Responsible Party Printed Name of Responsible Party Chief Financial Officer 12/21/2023 Title Date UST Form 11-MOR (12/01/2021)

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 10 of 24 Debtor's Name Proterra Inc Case No. 23-11120

Cautionary Statement Regarding the Monthly Operating Report The Debtor cautions investors and potential investors not to place undue reliance upon the information contained in this Monthly Operating Report, which was not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of the Debtor. The Monthly Operating Report is limited in scope, covers a limited time period, and has been prepared solely for the purpose of complying with the reporting requirements of the U.S. Bankruptcy Court for the District of Delaware. The Monthly Operating Report was not audited or reviewed by independent accountants, was not prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”), is in a format prescribed by applicable bankruptcy rules and guidelines, and is subject to future adjustment and reconciliation. Furthermore, the monthly financial information contained in the Monthly Operating Report has not been subjected to the same level of accounting review and testing that the Debtor applies when preparing its quarterly and annual consolidated financial information in accordance with GAAP. Accordingly, upon the application of such procedures, the Debtor believes that the financial information may be subject to change, and these changes could be material. There can be no assurance that, from the perspective of an investor or potential investor in the Debtor’s securities, the Monthly Operating Report is complete. Results and projections set forth in the Monthly Operating Report should not be viewed as indicative of future results.

In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Cash Receipts & Disbursements(1) Proterra Inc. 23-11120 Proterra Operating Company, Inc. 23-11121 Cash Receipts Receipts $ - $ 12,246,616 Other - 46,098 Total Cash Receipts(2) $ - $ 12,292,715 Operating Disbursements Vendor Payments $ - $ (13,333,981) Payroll & Related - (10,456,515) Rent & Lease Payments - 49,237 Utilities - (243,380) Freight & Shipping - (207,468) Taxes - (299,635) Insurance - (2,122,557) Engineering/Development Spend - - Total Operating Disbursements $ - $ (26,614,299) Operating Cash Flow $ - $ (14,321,584) Non-Operating Disbursements Interest & Fees $ - $ - Professional Fees - (13,034,494) Other Restructuring - - Total Non-Operating Disbursements $ - $ (13,034,494) Total Disbursements $ - $ (39,648,793) Net Cash Flow $ - $ (27,356,078) Cash Roll Forward (3) Beginning Cash Balance - $ 138,900,788 Net Cash Flow - (27,356,078) Mark-to-Market of Short-Term Investment Account(2) - 441,809 Ending Cash Balance(4) $ - $ 111,986,519 (1) All information contained herein is unaudited and subject to future adjustment. (2) The amount of Total Receipts presented in MOR Part 1(b) corresponds to the sum of Total Cash Receipts + Mark-to-Market of ST Investment Account. (3) Excludes restricted cash posted for surety bonds and deposits posted to third parties. (4) Additional restricted cash totaling $12,433,804 is held by Philadelphia Indemnity Insurance Company as surety collateral, which is reflected in the Debtors 10/31/23 Balance Sheet.

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 14 of 24 In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Debtors' Balance Sheet (Unaudited) (1) Proterra Inc. 23-11120 Proterra Operating Company, Inc. 23-11121 ASSETS CURRENT ASSETS N/ Cash and cash equivalents $ - $ 8,508,642 Ac Accounts receivable, net - 56,601,225 Short term Investments - 90,418,412 Inv Inventory - 248,462,174 N/ Prepaid expenses and other current assets - 29,591,511 N/ Deferred costs of goods sold - 4,652,436 N/ Restricted cash, current(2) - 25,493,269 To TOTAL CURRENT ASSETS $ - $ 463,727,669 N/ Property, plant, and equipment, net $ - $ 103,657,466 Operating lease right-of-use assets - 13,970,231 N/ Long-term inventory prepayment - - N/ Other assets - 49,733,494 To TOTAL ASSETS $ - $ 631,088,860 LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT CURRENT LIABILITIES Po Accounts payable $ - $ 4,895,171 Taxes payable - 1,539,629 Po Accrued liabilities - 38,582,525 Po Deferred revenue, current - 2,827,128 Po Operating lease liabilities, current - - Debt, current - 181,085,522 Derivative liability - - N/ TOTAL CURRENT LIABILITIES $ - $ 228,929,975 Po Deferred revenue, non-current $ - $ 12,989 Operating lease liabilities, non-current - - Other long-term liabilities - 6,418,952 N/ TOTAL NON-CURRENT LIABILITIES $ - $ 6,431,941 Pre Liabilities Subject to Compromise $ - $ 206,234,550 N/ TOTAL LIABILITIES SUBJECT TO COMPROMISE $ - $ 206,234,550 N/ TOTAL LIABILITIES $ - $ 441,596,466 STOCKHOLDERS' EQUITY N/ Common stock $ - $ 22,477 Preferred stock - - N/ Additional paid-in capital - 1,643,202,507 N/ Accumulated deficit - - Accumulated other comprehensive loss - (1,453,732,590) N/ TOTAL STOCKHOLDERS' EQUITY $ - $ 189,492,394 N/ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ - $ 631,088,860 (1) All information contained herein is unaudited and subject to future adjustment. (2) This amount includes $12,433,804 of restricted cash, which is held by Philadelphia Indemnity Insurance Company as surety collateral.

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 15 of 24 In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Debtors' Statement of Operations (Unaudited) (1) Proterra Inc. 23-11120 Proterra Operating Company, Inc. 23-11121 Net Revenue: N/ Product revenue $ - $ 16,596,438 N/ Parts and other service revenue - 1,717,035 Gr Total Net Revenue $ - $ 18,313,473 0 Cost of Sales: N/ Product cost of goods sold $ - $ 12,499,488 N/ Parts and other service cost of goods sold - 10,155,644 Co Total Cost of Sales $ - $ 22,655,132 Gr Gross Profit $ - $ (4,341,659) Ge Research and Development $ - $ 3,974,669 Sales and Marketing - 1,007,001 De Depreciation and/or amortization - 619,000 Ge Selling, general, and administrative expense - 26,235,262 0 Gain/(Loss) From Operations $ - $ (36,177,591) Int Interest income/(expense) $ - $ (1,306,337) Gain/(loss) on debt extinguishment - - Gain/(loss) on valuation of derivative liability - - Ot Other income/(expense), net - 211,732 Re Reorganization items - (12,242,083) 0 Gain/(Loss) Before Income taxes $ - $ (49,514,279) Ta Income taxes - - Pro Net Gain/(Loss) $ - $ (49,514,279) (1) All information contained herein is unaudited and subject to future adjustment.

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 16 of 24 In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Accounts Receivable Balance (Unaudited) Proterra Inc. (23-11120) A/R Aging Current 1 - 30 days 31 - 60 days 61 - 90 days Over 90 days Total A/R Accounts Receivable $ - $ - $ - $ - $ - $ - Bad Debt Expense - - - - - - Total Accounts Receivable $ - $ - $ - $ - $ - $ - Proterra Operating Company, Inc. (23-11121) A/R Aging Current 1 - 30 days 31 - 60 days 61 - 90 days Over 90 days Total A/R Accounts Receivable $ 32,006,248 $ 15,525,574 $ 4,684,567 $ 3,979,526 $ 16,887,531 $ 73,083,446 Bad Debt Expense - (1,280,840) (2,988,145) (889,719) (11,323,517) (16,482,221) Total Accounts Receivable $ 32,006,248 $ 14,244,734 $ 1,696,422 $ 3,089,807 $ 5,564,013 $ 56,601,225

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 17 of 24 In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Postpetition Accounts Payable Balance (Unaudited) Proterra Inc. (23-11120) A/P Aging Current 1 - 30 days 31 - 60 days 61 - 90 days Over 90 days Total A/P Trade Payables $ - $ - $ - $ - $ - $ - Tax Payables - - - - - - Total Post-Petition Payables $ - $ - $ - $ - $ - $ - Proterra Operating Company, Inc. (23-11121) A/P Aging Current 1 - 30 days 31 - 60 days 61 - 90 days Over 90 days Total A/P Trade Payables $ 3,279,765 $ 1,223,793 $ 391,614 $ - $ - $ 4,895,171 Tax Payables 1,430,989 37,000 37,000 34,640 - 1,539,629 Total Post-Petition Payables $ 4,710,753 $ 1,260,793 $ 428,614 $ 34,640 $ - $ 6,434,800

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 18 of 24 In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Bank Account Information Legal Entity Account Type Bank Name Account Number (last 4 digits) Bank Balance(1) Proterra Operating Company, Inc. Concentration Account Bank of America, N.A. 5378 $ 4,938,125 Proterra Operating Company, Inc. Cash Sweep Account - Lockbox Bank of America, N.A. 0802 - Proterra Operating Company, Inc. Payroll Account Bank of America, N.A. 0807 1,223,920 Proterra Operating Company, Inc. Zero Balance Account - Operating Bank of America, N.A. 0548 - Proterra Operating Company, Inc. AP Account Bank of America, N.A. 2116 1,753,988 Proterra Operating Company, Inc. Working Capital Management Account Merrill Lynch 3373 90,844,863 Proterra Operating Company, Inc. Operating Account Silicon Valley Bank 8094 1 Proterra Operating Company, Inc. Money Market Account Silicon Valley Bank 2469 475,135 Total Cash [Bank Balance] $ 99,236,031 Less Outstanding Checks (308,977) Total Cash [Book Balance] $ 98,927,054 Restricted Cash Proterra Operating Company, Inc. Cash Collateral Account Silicon Valley Bank 7619 $ 131,470 Proterra Operating Company, Inc. Adequate Assurance Account Bank of America, N.A. 9582 507,488 Proterra Operating Company, Inc. Self-Insured Claims Escrow Account Bank of America, N.A. 9587 - Proterra Operating Company, Inc. Professional Fee Escrow Account Bank of America, N.A. 9624 - Proterra Operating Company, Inc. Collateral Account (LC) Bank of America, N.A. 9020 12,420,507 Proterra Operating Company, Inc. 363 Sale Account Bank of America, N.A. 9600 - Proterra Operating Company, Inc. Liquidation Account (Liquidation Proceeds) Bank of America, N.A. 9605 - Total Restricted Cash(2) $ 13,059,465 (1) All amounts are in USD. (2) Additional restricted cash totaling $12,433,804 is held by Philadelphia Indemnity Insurance Company as surety collateral, which is reflected in the Debtors 10/31/23 Balance Sheet.

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 19 of 24 In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Schedule of Payments to Insiders Item Title Amount Chris Bailey Chief Business Officer $ 30,829 David S. Black Chief Financial Officer 35,011 Labkhand S. Dadyar Chief People Officer 28,041 Jeffrey D. Embt Chief Accounting Officer 22,357 Dustin L. Grace Chief Technology Officer 28,906 Gareth T. Joyce Chief Executive Officer 38,600 Jeffrey E. Mitchell General Counsel 25,855 Julian Soell Chief Operating Officer 31,027 Jill Frizzley Board Member 35,000 Brook Porter Board Member 15,000 Constance Skidmore Board Member 16,250 Jan R. Hauser Board Member 25,000 Jeannine P. Sargent Board Member 16,250 Mary L. Krakauer Board Member 26,250 Michael D. Smith Board Member 15,000 Roger M. Nielsen Board Member 27,500 Total $ 416,876

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 20 of 24 In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Bank Reconciliations The Debtors hereby submit this attestation regarding bank account reconciliations in lieu of providing copies of bank statements, bank reconciliations and journal entries. The Debtors’ standard practice is to ensure that bank reconciliations are completed before closing the books each reporting period. I attest that each of the Debtors’ bank accounts has been reconciled in accordance with their standard practices. /s/ David S. Black 12/21/2023 Signature of Authorized Individual Date David S. Black Chief Financial Officer Printed Name of Authorized Individual Title of Authorized Individual

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 21 of 24 In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Part 7: Question A Were any payments made on prepetition debt? To the extent any payments were made on account of prepetition claims following the commencement of these Chapter 11 Cases pursuant to the authority granted to the Debtors by the Bankruptcy Court under the First Day Orders, such payments have been included in the MOR.

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 22 of 24 In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Part 7: Questions D & E Are you current on postpetition estimated tax payments? USD 108,640 in taxes are owed to British Columbia Ministry of Finance and Canada Revenue Agency. The Debtors intend to file the applicable tax retuns and pay these taxes as soon as possible, upon the completion of accounting work by Deloitte, their Canadian auditor. Pursuant to DI 219 and DI 212, the Debtor intends to engage Deloitte after their OCP application is deemed approved.

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 23 of 24 In re: Proterra, Inc. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Monthly Operating Report - Company Information Debtor's Full-Time Employees (current): 0 Note: The full employee headcount pertaining to the Debtors is detailed in the MOR for Proterra Operating Inc. This may encompass certain employment agreements executed with Proterra, Inc.

Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 24 of 24 In re: Proterra, Inc. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Monthly Operating Report - Company Information Cautionary Statement Regarding the Monthly Operating Reports The Company cautions investors and potential investors not to place undue reliance upon the information contained in the Monthly Operating Reports, which were not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of the Company. The Monthly Operating Reports are limited in scope, cover a limited time period, and have been prepared solely for the purpose of complying with the reporting requirements of the Bankruptcy Court. The Monthly Operating Reports were not audited or reviewed by independent accountants, were not prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”), are in a format prescribed by applicable bankruptcy rules and guidelines, and are subject to future adjustment and reconciliation. Furthermore, the monthly financial information contained in the Monthly Operating Reports not been subjected to the same level of accounting review and testing that the Debtors apply when preparing their quarterly and annual consolidated financial information in accordance with GAAP. Accordingly, upon the application of such procedures, the Debtors believe that the financial information may be subject to change, and these changes could be material. There can be no assurance that, from the perspective of an investor or potential investor in the Company’s securities, the Monthly Operating Reports are complete. Results and projections set forth in the Monthly Operating Reports should not be viewed as indicative of future results.

EXHIBIT 99.3

Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra Operating Company, inc. Case No. 23-11121 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In Re. Proterra Operating Company, Inc. § Case No. 23-11121 § § Lead Case No. 23-11120 Debtor(s) § Jointly Administered Monthly Operating Report Chapter 11 Reporting Period Ended: 10/31/2023 Petition Date: 08/07/2023 Months Pending: Reporting Method: Industry Classification: Accrual Basis Cash Basis Debtor's Full-Time Employees (current): 794 Debtor's Full-Time Employees (as of date of order for relief): 939 Supporting Documentation (check all that are attached): (For jointly administered debtors, any required schedules must be provided on a non-consolidated basis for each debtor) Statement of cash receipts and disbursements x Balance sheet containing the summary and detail of the assets, liabilities and equity (net worth) or deficit x Statement of operations (profit or loss statement) x Accounts receivable aging x Postpetition liabilities aging Statement of capital assets Schedule of payments to professionals x Schedule of payments to insiders x All bank statements and bank reconciliations for the reporting period xDescription of the assets sold or transferred and the terms of the sale or transfer x /s/ Andrew L. Magaziner Andrew L. Magaziner Signature of Responsible Party Printed Name of Responsible Party 11/21/2023 Date Young Conaway Stargatt & Taylor LLP 1000 North King St, Wilmington, DE 19801 Address STATEMENT: This Periodic Report is associated with an open bankruptcy case; therefore, Paperwork Reduction Act exemption 5 C.F.R. § 1320.4(a)(2) applies.

Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra Operating Company, inc. Case No. 23-11121 Part 1: Cash Receipts and Disbursements Current Month Cumulative a. Cash balance beginning of month $143,775,705 b. Total receipts (net of transfers between accounts) $31,060,485 $91,515,699 c. Total disbursements (net of transfers between accounts) $35,935,401 $90,514,484 d. Cash balance end of month (a+b-c) e. Disbursements made by third party for the benefit of the estate $0 f. Total disbursements for quarterly fee calculation (c+e) $90,514,484 Part 2: Asset and Liability Status (Not generally applicable to Individual Debtors. See Instructions.) Current Month a. Accounts receivable (total net of allowance) $67,466,478 b. Accounts receivable over 90 days outstanding (net of allowance) $20,655,569 c. Inventory ( Book Market Other (attach explanation)) $253,093,980 d Total current assets $509,024,455 e. Total assets $678,952,788 f. Postpetition payables (excluding taxes) $49,797,799 g. Postpetition payables past due (excluding taxes) $2,301,809 h. Postpetition taxes payable $1,399,277 i. Postpetition taxes past due $0 j. Total postpetition debt (f+h) $51,197,076 k. Prepetition secured debt $180,055,707 l. Prepetition priority debt $0 m. Prepetition unsecured debt $209,694,926 n. Total liabilities (debt) (j+k+l+m) $440,947,709 o. Ending equity/net worth (e-n) $238,005,079 Part 3: Assets Sold or Transferred Current Month Cumulative a.b.c. Part 4: Income Statement (Statement of Operations) Current Month Cumulative (Not generally applicable to Individual Debtors. See Instructions.) a. Gross income/sales (net of returns and allowances) $22,638,601 b. Cost of goods sold (inclusive of depreciation, if applicable) $30,919,073 c. Gross profit (a-b) $-8,280,472 d. Selling expenses $1,717,759 e. General and administrative expenses $13,885,682 f. Other expenses $-2,556 g. Depreciation and/or amortization (not included in 4b) $612,527 h. Interest $-1,440,949 i. Taxes (local, state, and federal) $0 j. Reorganization items $-12,345,319 k. Profit (loss) $-38,285,265 $-4,074,733

Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra Operating Company, inc. Case No. 23-11121 a. Approved Current Month Approved Cumulative Paid Current Month Paid Cumulative Debtor's professional fees & expenses (bankruptcy) Aggregate Total $387,833 $387,833 $387,833 $387,833 Itemized Breakdown by Firm Firm Name Role i Paul, Weiss, Rifkind, Wharton &Lead Counsel $0 $0 $0 $0 ii Young Conaway Stargatt & Tay Local Counsel $0 $0 $0 $0 iii FTI Consulting, Inc. Financial Professional $0 $0 $0 $0 iv Moelis & Company Financial Professional $0 $0 $0 $0 v KPMG LLP Financial Professional $0 $0 $0 $0 vi Kurtzman Carson Consultants L Other $387,833 $387,833 $387,833 $387,833 vii viii ix x xi xii xiii xiv xv xvi xvii xviii xix xx xxi xxii xxiii xxiv xxv xxvi xxvii xxviii xxix xxx xxxi xxxii xxxiii xxxiv xxxv xxxvi

Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra Operating Company, inc. Case No. 23-11121 xxxvii xxxvii xxxix xl xli xlii xliii xliv xlv xlvi xlvii xlviii xlix l li lii liii liv lv lvi lvii lviii lix lx lxi lxii lxiii lxiv lxv lxvi lxvii lxviii lxix lxx lxxi lxxii lxxiii lxxiv lxxv lxxvi lxxvii lxxvii

Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra Operating Company, inc. Case No. 23-11121 lxxix lxxx lxxxi lxxxii lxxxii lxxxiv lxxxv lxxxvi lxxxvi lxxxvi lxxxix xc xci xcii xciii xciv xcv xcvi xcvii xcviii xcix c ci b. Approved Current Month Approved Cumulative Paid Current Month Paid Cumulative Debtor's professional fees & expenses (nonbankruptcy) Aggregate Total $44,071 $44,071 $44,071 $44,071 Itemized Breakdown by Firm Firm Name Role i BDO USA, LLP Financial Professional $0 $0 $0 $0 ii Greenberg Traurig, LLP Other $0 $0 $0 $0 iii Ogletree, Deakins, Nash, Smoa kOther $0 $0 $0 $0 iv Bookoff McAndrews PLLC Other $6,075 $6,075 $6,075 $6,075 v Squire Patton Boggs (US) LLP Other $37,996 $37,996 $37,996 $37,996 vi Womble Bond Dickinson (US) Other $0 $0 $0 $0 vii viii ix x xi xii xiii xiv

Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra Operating Company, inc. Case No. 23-11121 xvi xvii xviii xix xx xxi xxii xxiii xxiv xxv xxvi xxvii xxviii xxix xxx xxxi xxxii xxxiii xxxiv xxxv xxxvi xxxvii xxxvii xxxix xl xli xlii xliii xliv xlv xlvi xlvii xlviii xlix l li lii liii liv lv lvi

Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra Operating Company, inc. Case No. 23-11121 ii lviii lix lx lxi lxii lxiii lxiv lxv lxvi lxvii lxviii lxix lxx lxxi lxxii lxxiii lxxiv lxxv lxxvi lxxvii lxxvii lxxix lxxx lxxxi lxxxii lxxxii lxxxiv lxxxv lxxxvi lxxxvi lxxxvi lxxxix xc xci xcii xciii xciv xcv xcvi xcvii xcviii

Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra Operating Company, inc. Case No. 23-11121 xcix c c. All professional fees and expenses (debtor & committees) $431,954 $431,954 $431,954 $431,954 Part 6: Postpetition Taxes Current Month Cumulative a. Postpetition income taxes accrued (local, state, and federal) $126,796 $382,627 b. Postpetition income taxes paid (local, state, and federal) $0 $0 c. Postpetition employer payroll taxes accrued $1,136,818 $2,415,795 d. Postpetition employer payroll taxes paid $634,421 $1,489,646 e. Postpetition property taxes paid $184,701 $233,273 f. Postpetition other taxes accrued (local, state, and federal) $285,473 $977,116 g. Postpetition other taxes paid (local, state, and federal) $0 $0 a. Were any payments made on prepetition debt? (if yes, see Instructions) Yes No b. Were any payments made outside the ordinary course of business without court approval? (if yes, see Instructions) c. Were any payments made to or on behalf of insiders? d. Are you current on postpetition tax return filings? e. Are you current on postpetition estimated tax payments? Yes No Yes No Yes No Yes No f. Were all trust fund taxes remitted on a current basis? Yes No g. Was there any postpetition borrowing, other than trade credit? (if yes, see Instructions) h. Were all payments made to or on behalf of professionals approved by the court? Yes No Yes No N/A i. Do you have: Worker's compensation insurance? Yes No If yes, are your premiums current? Yes No N/A (if no, see Instructions) Casualty/property insurance? Yes No If yes, are your premiums current? Yes No N/A (if no, see Instructions) General liability insurance? Yes No If yes, are your premiums current? Yes No N/A (if no, see Instructions) j. Has a plan of reorganization been filed with the court? Yes No k. Has a disclosure statement been filed with the court? Yes No l. Are you current with quarterly U.S. Trustee fees as set forth under 28 U.S.C. § 1930? Yes No

Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra Operating Company, inc. Case No. 23-11121 Part 8: Individual Chapter 11 Debtors (Only) a. Gross income (receipts) from salary and wages $0 b. Gross income (receipts) from self-employment $0 c. Gross income from all other sources $0 d. Total income in the reporting period (a+b+c) $0 e. Payroll deductions $0 f. Self-employment related expenses $0 g. Living expenses $0 h. All other expenses $0 i. Total expenses in the reporting period (e+f+g+h) $0 j. Difference between total income and total expenses (d-i) $0 k. List the total amount of all postpetition debts that are past due $0 l. Are you required to pay any Domestic Support Obligations as defined by 11 U.S.C § 101(14A)? Yes No m. If yes, have you made all Domestic Support Obligation payments? Yes No N/A Privacy Act Statement 28 U.S.C. § 589b authorizes the collection of this information, and provision of this information is mandatory under 11 U.S.C. §§ 704, 1106, and 1107. The United States Trustee will use this information to calculate statutory fee assessments under 28 U.S.C. § 1930(a)(6). The United States Trustee will also use this information to evaluate a chapter 11 debtor's progress through the bankruptcy system, including the likelihood of a plan of reorganization being confirmed and whether the case is being prosecuted in good faith. This information may be disclosed to a bankruptcy trustee or examiner when the information is needed to perform the trustee's or examiner's duties or to the appropriate federal, state, local, regulatory, tribal, or foreign law enforcement agency when the information indicates a violation or potential violation of law. Other disclosures may be made for routine purposes. For a discussion of the types of routine disclosures that may be made, you may consult the Executive Office for United States Trustee's systems of records notice, UST-001, "Bankruptcy Case Files and Associated Records." See 71 Fed. Reg. 59,818 et seq. (Oct. 11, 2006). A copy of the notice may be obtained at the following link: http:// www.justice.gov/ust/eo/rules_regulations/index.htm. Failure to provide this information could result in the dismissal or conversion of your bankruptcy case or other action by the United States Trustee. 11 U.S.C. § 1112(b)(4)(F). I declare under penalty of perjury that the foregoing Monthly Operating Report and its supporting documentation are true and correct and that I have been authorized to sign this report on behalf of the estate. /s/ David S. Black Signature of Responsible Party Chief Financial Officer Title David S. Black Printed Name of Responsible Party 11/21/2023 Date

Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra Operating Company, inc. Case No. 23-11121

In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023= Cash Receipts & Disbursements(1) Proterra Inc. 23-11120 Proterra Operating Company, Inc. 23-11121 Cash Receipts Receipts $ - $ 30,740,926 Other - 74,790 Total Cash Receipts(2) $ - $ 30,815,716 Operating Disbursements Vendor Payments $ - $ (14,615,898) Payroll & Related - (12,916,448) Rent & Lease Payments - (1,549,603) Utilities - (106,063) Freight & Shipping - (129,680) Taxes - (674,181) Insurance - (442,648) Engineering/Development Spend - (158,900) Total Operating Disbursements $ - $ (30,593,420) Operating Cash Flow $ - $ 222,296 Non-Operating Disbursements Interest & Fees $ - $ (2,227,652) Professional Fees - (1,771,829) Other Restructuring - (1,342,500) Total Non-Operating Disbursements $ - $ (5,341,981) Total Disbursements $ - $ (35,935,401) Net Cash Flow $ - $ (5,119,685) Cash Roll Forward (3) Beginning Cash Balance - 143,775,705 Net Cash Flow - (5,119,685) Mark-to-Market of Short-Term Investment Account(2) - 244,769 Ending Cash Balance(4) $ - $ 138,900,788 (1) All information contained herein is unaudited and subject to future adjustment. (2) The amount of Total Receipts presented in MOR Part 1(b) corresponds to the sum of Total Cash Receipts + Mark-to-Market of ST Investment Account. (3) Excludes restricted cash posted for surety bonds and deposits posted to third parties. (4) Additional restricted cash totaling $12,433,804 is held by Philadelphia Indemnity Insurance Company as surety collateral, which is reflected in the Debtors 10/31/23 Balance Sheet.

In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Debtors' Balance Sheet (Unaudited) (1) Proterra Inc. 23-11120 Proterra Operating Company, Inc. 23-11121 ASSETS CURRENT ASSETS Cash and cash equivalents $ - $ 10,836,630 Accounts receivable, net - 67,466,478 Short term Investments - 114,977,636 Inventory - 253,093,980 Prepaid expenses and other current assets - 32,590,901 Deferred costs of goods sold - 4,538,504 Restricted cash, current(2) - 25,520,326 TOTAL CURRENT ASSETS $ - $ 509,024,455 Property, plant, and equipment, net $ - $ 105,498,187 Operating lease right-of-use assets - 14,765,132 Long-term inventory prepayment - - Other assets - 49,665,014 TOTAL ASSETS $ - $ 678,952,788 LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT CURRENT LIABILITIES Accounts payable $ - $ 6,975,179 Taxes payable - 1,399,277 Accrued liabilities - 36,291,895 Deferred revenue, current - 1,076,471 Operating lease liabilities, current Debt, current Derivative liability - - - 180,055,707 - - TOTAL CURRENT LIABILITIES $ - $ 225,798,529 Deferred revenue, non-current Operating lease liabilities, non-current Other long-term liabilities $ - - - 12,989 - 5,441,265 TOTAL NON-CURRENT LIABILITIES $ - $ 5,454,254 Liabilities Subject to Compromise $ - $ 209,694,926 TOTAL LIABILITIES SUBJECT TO COMPROMISE $ - $ 209,694,926 TOTAL LIABILITIES $ - $ 440,947,709 STOCKHOLDERS' EQUITY Common stock $ - $ 22,477 Preferred stock - - Additional paid-in capital Accumulated deficit Accumulated other comprehensive loss - - - 1,642,200,913 - (1,404,218,310)

TOTAL STOCKHOLDERS' EQUITY $ - $ 238,005,080 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ - $ 678,952,789 (1) All information contained herein is unaudited and subject to future adjustment. (2) This amount includes $12,433,804 of restricted cash, which is held by Philadelphia Indemnity Insurance Company as surety collateral.

In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 "In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023" Debtors' Statement of Operations (Unaudited) (1) Proterra Inc. 23-11120 "Proterra Operating Company, Inc. 23-11121" Net Revenue: Product revenue $ - $ 19880674 Parts and other service revenue - 2757927 Total Net Revenue $ - $ 22638601 Cost of Sales: Product cost of goods sold" $ - $ 20937692 Parts and other service cost of goods sold - 9981381 Total Cost of Sales $ - $ 30919073 Gross Profit $ - $ -8280472 Research and Development $ - $ 4795804 Sales and Marketing $ - $ 1717759 Depreciation and/or amortization - 612527 Selling, general, and administrative expense - 9089879 Gain/(Loss) From Operations $ - $ -24496441 "Interest income/(expense) Gain/(loss) on debt extinguishment Gain/(loss) on valuation of derivative liability Other income/(expense), net" $ "- $ - - -" "(1,440,949) - - (2,556)" Reorganization items - -12345319 Gain/(Loss) Before Income taxes $ - $ -38285265 Income taxes - - Net Gain/(Loss) $ - $ -38285265 (1) All information contained herein is unaudited and subject to future adjustment.

In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Accounts Receivable Balance (Unaudited) Proterra Inc. (23-11120) A/R Aging Current 1 - 30 days 31 - 60 days 61 - 90 days Over 90 days Total A/R Accounts Receivable $ - $ - $ - $ - $ - $ - Bad Debt Expense - - - - - - Total Accounts Receivable $ - $ - $ - $ - $ - $ - Proterra Operating Company, Inc. (23-11121) A/R Aging Current 1 - 30 days 31 - 60 days 61 - 90 days Over 90 days Total A/R Accounts Receivable $ 31,156,308 $ 5,727,780 $ 4,052,810 $ 5,874,011 $ 21,436,995 $ 68,247,904 Bad Debt Expense - - - - (781,426) (781,426) Total Accounts Receivable $ 31,156,308 $ 5,727,780 $ 4,052,810 $ 5,874,011 $ 20,655,569 $ 67,466,479

In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Part 3: Question A, B, C Assets Sold or Transfer Certain de minimis sales were made on October 10th [DI 351].

EXHIBIT 99.4

Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 1 of 12 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In Re. Proterra Operating Company, Inc. Monthly Operating Report Reporting Period Ended: 11/30/2023 Months Pending: 4 Reporting Method: Accrual Basis Debtor's Full-Time Employees (current): Debtor's Full-Time Employees (as of date of order for relief): Supporting Documentation (check all that are attached): § Case No. 23-11121 § § Lead Case No. 23-11120 § Jointly Administered Chapter 11 Petition Date: 08/07/2023 Industry Classification: 3 3 6 1 Cash Basis 787 939 (For jointly administered debtors, any required schedules must be provided on a non-consolidated basis for each debtor) Statement of cash receipts and disbursements Balance sheet containing the summary and detail of the assets, liabilities and equity (net worth) or deficit Statement of operations (profit or loss statement) Accounts receivable aging Postpetition liabilities aging Statement of capital assets Schedule of payments to professionals Schedule of payments to insiders All bank statements and bank reconciliations for the reporting period Description of the assets sold or transferred and the terms of the sale or transfer /s/ Andrew L. Magaziner Signature of Responsible Party 12/21/2023 Date Andrew L. Magaziner Printed Name of Responsible Party Young Conaway Stargatt & Taylor LLP 1000 North King St, Wilmington, DE 19801 Address STATEMENT: This Periodic Report is associated with an open bankruptcy case; therefore, Paperwork Reduction Act exemption 5 C.F.R. § 1320.4(a)(2) applies. UST Form 11-MOR (12/01/2021)

Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 2 of 12 Debtor's Name Proterra Operating Company, Inc. Case No. 23-11121 Part 1: Cash Receipts and Disbursements Current Month Cumulative a. Cash balance beginning of month $138,900,788 b. Total receipts (net of transfers between accounts) $12,734,524 $104,250,223 c. Total disbursements (net of transfers between accounts) $39,648,793 $130,163,276 d. Cash balance end of month (a+b-c) $111,986,519 e. Disbursements made by third party for the benefit of the estate $0 $0 f. Total disbursements for quarterly fee calculation (c+e) $39,648,793 $130,163,276 Part 2: Asset and Liability Status Current Month (Not generally applicable to Individual Debtors. See Instructions.) a. Accounts receivable (total net of allowance) $56,601,225 b. Accounts receivable over 90 days outstanding (net of allowance) $5,564,013 c. Inventory ( Book Market Other (attach explanation)) $248,462,174 d Total current assets $463,727,669 e. Total assets $631,088,860 f. Postpetition payables (excluding taxes) $52,736,765 g. Postpetition payables past due (excluding taxes) $1,615,406 h. Postpetition taxes payable $1,539,629 i. Postpetition taxes past due $108,640 j. Total postpetition debt (f+h) $54,276,394 k. Prepetition secured debt $181,085,522 l. Prepetition priority debt $0 m. Prepetition unsecured debt $206,234,550 n. Total liabilities (debt) (j+k+l+m) $441,596,466 o. Ending equity/net worth (e-n) $189,492,394 Part 3: Assets Sold or Transferred Current Month Cumulative a. Total cash sales price for assets sold/transferred outside the ordinary course of business $0 $0 b. Total payments to third parties incident to assets being sold/transferred outside the ordinary course of business $0 $0 c. Net cash proceeds from assets sold/transferred outside the ordinary course of business (a-b) $0 $0 Part 4: Income Statement (Statement of Operations) Current Month Cumulative (Not generally applicable to Individual Debtors. See Instructions.) a. Gross income/sales (net of returns and allowances) $18,313,473 b. Cost of goods sold (inclusive of depreciation, if applicable) $22,655,132 c. Gross profit (a-b) $-4,341,659 d. Selling expenses $1,007,001 e. General and administrative expenses $30,209,931 f. Other expenses $211,732 g. Depreciation and/or amortization (not included in 4b) $619,000 h. Interest $-1,306,337 i. Taxes (local, state, and federal) $0 j. Reorganization items $-12,242,083 k. Profit (loss) $-49,514,279 $-53,589,013 UST Form 11-MOR (12/01/2021)

Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 3 of 12 Debtor's Name Proterra Operating Company, Inc. Case No. 23-11121 Part 5: Professional Fees and Expenses a. Approved Current Month Approved Cumulative Paid Current Month Paid Cumulative Debtor's professional fees & expenses (bankruptcy) Aggregate Total $5,309,285 $5,697,168 $5,309,285 $5,697,168 Itemized Breakdown by Firm Firm Name Role i Paul, Weiss, Rifkind, Wharton & Lead Counsel $0 $0 $0 $0 ii Young Conaway Stargatt & Tay Local Counsel $0 $0 $0 $0 iii FTI Consulting, Inc. Financial Professional $4,750,579 $4,750,579 $4,750,579 $4,750,579 iv Moelis & Company Financial Professional $0 $0 $0 $0 v KPMG LLP Financial Professional $0 $0 $0 $0 vi Kurtzman Carson Consultants L Other $558,706 $946,589 $558,706 $946,589 vii viii ix x xi xii xiii xiv xv xvi xvii xviii xix xx xxi xxii xxiii xxiv xxv xxvi xxvii xxviii xxix xxx xxxi xxxii xxxiii xxxiv xxxv xxxvi UST Form 11-MOR (12/01/2021)

Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 4 of 12 Debtor's Name Proterra Operating Company, Inc. Case No. 23-11121 xxxvii xxxvii xxxix xl xli xlii xliii xliv xlv xlvi xlvii xlviii xlix l li lii liii liv lv lvi lvii lviii lix lx lxi lxii lxiii lxiv lxv lxvi lxvii lxviii lxix lxx lxxi lxxii lxxiii lxxiv lxxv lxxvi lxxvii lxxvii UST Form 11-MOR (12/01/2021)

Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 5 of 12 Debtor's Name Proterra Operating Company, Inc. Case No. 23-11121 lxxix lxxx lxxxi lxxxii lxxxii lxxxiv lxxxv lxxxvi lxxxvi lxxxvi lxxxix xc xci xcii xciii xciv xcv xcvi xcvii xcviii xcix c ci b. Approved Current Month Approved Cumulative Paid Current Month Paid Cumulative Debtor's professional fees & expenses (nonbankruptcy) Aggregate Total $366,639 $410,710 $366,639 $410,710 Itemized Breakdown by Firm Firm Name Role i BDO USA, LLP Financial Professional $0 $0 $0 $0 ii Greenberg Traurig, LLP Other $0 $0 $0 $0 iii Ogletree, Deakins, Nash, Smoak Other $34,650 $34,650 $34,650 $34,650 iv Bookoff McAndrews PLLC Other $7,262 $13,336 $7,262 $13,336 v Squire Patton Boggs (US) LLP Other $0 $37,996 $0 $37,996 vi Womble Bond Dickinson (US) Other $7,036 $7,036 $7,036 $7,036 vii Protiviti Inc. Financial Professional $317,691 $317,691 $317,691 $317,691 viii Demler Armstrong & Rowland, Other $0 $0 $0 $0 ix Rutan & Tucker, LLP Other $0 $0 $0 $0 x xi xii xiii xiv UST Form 11-MOR (12/01/2021)

Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 6 of 12 Debtor's Name Proterra Operating Company, Inc. Case No. 23-11121 xv xvi xvii xviii xix xx xxi xxii xxiii xxiv xxv xxvi xxvii xxviii xxix xxx xxxi xxxii xxxiii xxxiv xxxv xxxvi xxxvii xxxvii xxxix xl xli xlii xliii xliv xlv xlvi xlvii xlviii xlix l li lii liii liv lv lvi UST Form 11-MOR (12/01/2021)

Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 7 of 12 Debtor's Name Proterra Operating Company, Inc. Case No. 23-11121 lvii lviii lix lx lxi lxii lxiii lxiv lxv lxvi lxvii lxviii lxix lxx lxxi lxxii lxxiii lxxiv lxxv lxxvi lxxvii lxxvii lxxix lxxx lxxxi lxxxii lxxxii lxxxiv lxxxv lxxxvi lxxxvi lxxxvi lxxxix xc xci xcii xciii xciv xcv xcvi xcvii xcviii UST Form 11-MOR (12/01/2021)

Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 8 of 12 Debtor's Name Proterra Operating Company, Inc. Case No. 23-11121 xcix c c. All professional fees and expenses (debtor & committees) $5,675,924 $6,107,878 $5,675,924 $6,107,878 Part 6: Postpetition Taxes a. Postpetition income taxes accrued (local, state, and federal) b. Postpetition income taxes paid (local, state, and federal) c. Postpetition employer payroll taxes accrued d. Postpetition employer payroll taxes paid e. Postpetition property taxes paid f. Postpetition other taxes accrued (local, state, and federal) g. Postpetition other taxes paid (local, state, and federal) Part 7: Questionnaire - During this reporting period: a. Were any payments made on prepetition debt? (if yes, see Instructions) b. Were any payments made outside the ordinary course of business without court approval? (if yes, see Instructions) c. Were any payments made to or on behalf of insiders? d. Are you current on postpetition tax return filings? e. Are you current on postpetition estimated tax payments? f. Were all trust fund taxes remitted on a current basis? g. Was there any postpetition borrowing, other than trade credit? (if yes, see Instructions) h. Were all payments made to or on behalf of professionals approved by the court? i. Do you have: Worker's compensation insurance? If yes, are your premiums current? Casualty/property insurance? If yes, are your premiums current? General liability insurance? If yes, are your premiums current? j. Has a plan of reorganization been filed with the court? k. Has a disclosure statement been filed with the court? l. Are you current with quarterly U.S. Trustee fees as set forth under 28 U.S.C. § 1930? UST Form 11-MOR (12/01/2021) Current Month Cumulative $146,543 $529,170 $0 $0 $1,204,418 $3,620,212 $444,396 $1,934,043 $134,936 $368,208 $333,340 $1,310,456 $0 $0 Yes No Yes No Yes No Yes No Yes No Yes No Yes No Yes No N/A Yes No Yes No N/A (if no, see Instructions) Yes No Yes No N/A (if no, see Instructions) Yes No Yes No N/A (if no, see Instructions) Yes No Yes No Yes No

Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 9 of 12 Debtor's Name Proterra Operating Company, Inc. Case No. 23-11121 Part 8: Individual Chapter 11 Debtors (Only) a. Gross income (receipts) from salary and wages $0 b. Gross income (receipts) from self-employment $0 c. Gross income from all other sources $0 d. Total income in the reporting period (a+b+c) $0 e. Payroll deductions $0 f. Self-employment related expenses $0 g. Living expenses $0 h. All other expenses $0 i. Total expenses in the reporting period (e+f+g+h) $0 j. Difference between total income and total expenses (d-i) $0 k. List the total amount of all postpetition debts that are past due $0 l. Are you required to pay any Domestic Support Obligations as defined by 11 Yes No U.S.C SS 101(14A)? m. If yes, have you made all Domestic Support Obligation payments? Yes No N/A Privacy Act Statement 28 U.S.C. SS 589b authorizes the collection of this information, and provision of this information is mandatory under 11 U.S.C. SS 704, 1106, and 1107. The United States Trustee will use this information to calculate statutory fee assessments under 28 U.S.C. SS 1930(a)(6). The United States Trustee will also use this information to evaluate a chapter 11 debtor's progress through the bankruptcy system, including the likelihood of a plan of reorganization being confirmed and whether the case is being prosecuted in good faith. This information may be disclosed to a bankruptcy trustee or examiner when the information is needed to perform the trustee's or examiner's duties or to the appropriate federal, state, local, regulatory, tribal, or foreign law enforcement agency when the information indicates a violation or potential violation of law. Other disclosures may be made for routine purposes. For a discussion of the types of routine disclosures that may be made, you may consult the Executive Office for United States Trustee's systems of records notice, UST-001, "Bankruptcy Case Files and Associated Records." See 71 Fed. Reg. 59,818 et seq. (Oct. 11, 2006). A copy of the notice may be obtained at the following link: http:// www.justice.gov/ust/eo/rules_regulations/index.htm. Failure to provide this information could result in the dismissal or conversion of your bankruptcy case or other action by the United States Trustee. 11 U.S.C. SS 1112(b)(4)(F). I declare under penalty of perjury that the foregoing Monthly Operating Report and its supporting documentation are true and correct and that I have been authorized to sign this report on behalf of the estate. /s/ David S. Black David S. Black Signature of Responsible Party Printed Name of Responsible Party Chief Financial Officer 12/21/2023 Title Date UST Form 11-MOR (12/01/2021)

Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 10 of 12 Debtor's Name Proterra Operating Company, Inc. Case No. 23-11121

Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 11 of 12 Debtor's Name Proterra Operating Company, Inc. Case No. 23-11121

Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 12 of 12 Debtor's Name Proterra Operating Company, Inc. Case No. 23-11121

Cautionary Statement Regarding the Monthly Operating Report The Debtor cautions investors and potential investors not to place undue reliance upon the information contained in this Monthly Operating Report, which was not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of the Debtor. The Monthly Operating Report is limited in scope, covers a limited time period, and has been prepared solely for the purpose of complying with the reporting requirements of the U.S. Bankruptcy Court for the District of Delaware. The Monthly Operating Report was not audited or reviewed by independent accountants, was not prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”), is in a format prescribed by applicable bankruptcy rules and guidelines, and is subject to future adjustment and reconciliation. Furthermore, the monthly financial information contained in the Monthly Operating Report has not been subjected to the same level of accounting review and testing that the Debtor applies when preparing its quarterly and annual consolidated financial information in accordance with GAAP. Accordingly, upon the application of such procedures, the Debtor believes that the financial information may be subject to change, and these changes could be material. There can be no assurance that, from the perspective of an investor or potential investor in the Debtor’s securities, the Monthly Operating Report is complete. Results and projections set forth in the Monthly Operating Report should not be viewed as indicative of future results.

Cover	Dec. 22, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Dec. 22, 2023
Entity File Number	001-39546
Entity Registrant Name	Proterra Inc
Entity Central Index Key	0001820630
Entity Tax Identification Number	90-2099565
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	1815 Rollins Road
Entity Address, City or Town	Burlingame
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94010
City Area Code	864
Local Phone Number	438-0000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false