FuelCell Energy (NASDAQ: FCEL) director receives 17,424 deferred stock units as compensation

Rhea-AI Filing Summary

Jordan Tyrone Michael reported acquisition or exercise transactions in this Form 4 filing.

FuelCell Energy director Tyrone Michael Jordan received a grant of deferred common stock units as board compensation. On this Form 4, he was awarded 17,424 deferred common stock units tied to FuelCell Energy common stock, bringing his directly held deferred units to 45,407.

The units were issued under the company’s Directors Deferred Compensation Plan. According to the plan, each unit is payable in one share of common stock on a one-for-one basis when he separates from service as a director, so there is no immediate cash transaction or share delivery.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Jordan Tyrone Michael

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Deferred Common Stock Units	17,424	$0.00	--

Holdings After Transaction: Deferred Common Stock Units — 45,407 shares (Direct)

Footnotes (1)

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Key Figures

Deferred units granted: 17,424 units Deferred units after grant: 45,407 units Conversion ratio: 1 unit : 1 share +1 more

4 metrics

Deferred units granted 17,424 units Grant of deferred common stock units on 2026-04-08

Deferred units after grant 45,407 units Total directly held deferred common stock units following transaction

Conversion ratio 1 unit : 1 share Each deferred unit payable in one share of common stock at separation

Transaction price per unit $0.00 Compensation grant, not an open-market purchase

Key Terms

Deferred Common Stock Units, Directors Deferred Compensation Plan, one-for-one basis, separation from service as a director

4 terms

Deferred Common Stock Units financial

"Deferred common stock units issued to the reporting person pursuant to the FuelCell Energy, Inc. Directors Deferred Compensation Plan."

Deferred common stock units are promises to deliver company shares or cash tied to the company’s stock value at a later date, typically used as part of employee or executive pay. Think of them like a paycheck you elect to receive in company stock at a future date; they can affect the number of shares outstanding and company expenses, so investors watch them for potential dilution and to understand management’s incentives.

Directors Deferred Compensation Plan financial

"pursuant to the FuelCell Energy, Inc. Directors Deferred Compensation Plan."

A directors deferred compensation plan lets a board member postpone receiving part or all of their cash fees or stock-based pay until a future date, often retirement, allowing taxes to be delayed and payouts to be structured over time. Investors care because these plans change a company’s future cash obligations and reveal how the board’s pay is aligned with long-term performance—like choosing to take a paycheck later to tie personal reward to the company’s future results.

one-for-one basis financial

"payable to the reporting person, on a one-for-one basis (i.e., one share of common stock for each common stock unit)"

separation from service as a director financial

"payable to the reporting person ... upon separation from service as a director."

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Jordan Tyrone Michael

(Last) (First) (Middle)

C/O FUELCELL ENERGY, INC.

3 GREAT PASTURE ROAD

(Street)

DANBURY CONNECTICUT 06810

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
FUELCELL ENERGY INC [ FCEL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/08/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Deferred Common Stock Units	(1)	04/08/2026		A		17,424		(1)	(1)	Common Stock	17,424	$0	45,407	D

Explanation of Responses:

1. Deferred common stock units issued to the reporting person pursuant to the FuelCell Energy, Inc. Directors Deferred Compensation Plan. In accordance with elections made by the reporting person under the Directors Deferred Compensation Plan, the shares of common stock underlying the common stock units are payable to the reporting person, on a one-for-one basis (i.e., one share of common stock for each common stock unit), upon separation from service as a director.

	/s/ Michael S. Bishop, As Power of Attorney	04/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did FuelCell Energy (FCEL) report for director Tyrone Michael Jordan?

FuelCell Energy reported that director Tyrone Michael Jordan received 17,424 deferred common stock units. These units represent board compensation and increase his total directly held deferred units to 45,407, all linked to FuelCell Energy common stock under the Directors Deferred Compensation Plan.

How many deferred common stock units did the FCEL director hold after this Form 4 transaction?

After the reported transaction, the director held 45,407 deferred common stock units directly. This total includes the new 17,424-unit grant, all of which are linked one-for-one to FuelCell Energy common stock and payable when he leaves board service under the plan.

What are deferred common stock units in the FuelCell Energy (FCEL) Form 4 filing?

The deferred common stock units are compensation instruments for directors that track FuelCell Energy common stock. Each unit converts into one share of common stock, but delivery occurs only when the director separates from service, deferring receipt of the shares until that future event.

When will the FuelCell Energy (FCEL) director receive shares for these deferred stock units?

The director will receive common shares for these deferred units upon separation from service as a director. Under FuelCell Energy’s Directors Deferred Compensation Plan, each deferred unit is payable in one share of common stock at that time, creating a one-for-one conversion on departure.

Does the FuelCell Energy (FCEL) Form 4 show a stock purchase or sale by the director?

The Form 4 does not show a stock purchase or sale. It reports an acquisition of 17,424 deferred common stock units as a grant of director compensation, with no open-market buying or selling and no immediate issuance of common shares or cash involved.