01/27/2026 | Press release | Distributed by Public on 01/27/2026 16:41
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Employee Restricted Stock Unit | $ 0 (1) | 01/23/2026 | A | 49,277 | (2) | (2) | Common Stock | 49,277 | $ 0 | 49,277 | D | ||||
| Employee Performance Share Unit | $ 0 (3) | 01/23/2026 | A | 49,277 | (4) | (4) | Common Stock | 49,277 | $ 0 | 49,277 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Schreiber Amanda Justine C/O FUELCELL ENERGY, INC. 3 GREAT PASTURE ROAD DANBURY, CT 06810 |
*EVP, GC, and Corp Secy | |||
| /s/ Michael S. Bishop, as Power of Attorney | 01/27/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Each restricted stock unit represents a contingent right to receive one share of common stock or the equivalent cash value upon vesting of the restricted stock unit. |
| (2) | On January 23, 2026, the reporting person was granted restricted stock units, which vest 1/3 on each of the first, second and third anniversaries of the date of grant, subject to continued employment. |
| (3) | Each performance share unit represents a contingent right to receive one share of common stock or the equivalent cash value upon vesting of the performance share unit. |
| (4) | On January 23, 2026, the reporting person was granted performance share units that will be earned based on the Company's total shareholder return ("TSR") performance during the fiscal year 2026, fiscal years 2026-2027 and fiscal years 2026-2028 performance periods, subject to continued employment until the third anniversary of the grant date. The number of performance share units reported is the target number; up to 235% of the target number may be earned based on TSR performance. |
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Remarks: *Executive Vice President, General Counsel and Corporate Secretary |
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