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

Rhea-AI Filing Summary

England James Herbert reported acquisition or exercise transactions in this Form 4 filing.

FuelCell Energy director James Herbert England received a grant of deferred common stock units as board compensation. On April 8, 2026, he was awarded 17,424 Deferred Common Stock Units at no cash price under the company’s Directors Deferred Compensation Plan. Each unit represents the right to receive one share of common stock, payable on a one-for-one basis after he separates from service as a director. Following this award, England holds a total of 82,594 deferred common stock units directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider England James Herbert

Role Director

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

Holdings After Transaction: Deferred Common Stock Units — 82,594 shares (Direct)

Footnotes (1)

1. [object Object]

Key Figures

Deferred units granted: 17,424 units Total deferred units after grant: 82,594 units Conversion ratio: 1 share per unit

3 metrics

Deferred units granted 17,424 units Deferred Common Stock Units awarded on April 8, 2026

Total deferred units after grant 82,594 units Deferred Common Stock Units held directly after transaction

Conversion ratio 1 share per unit One common share for each deferred unit upon separation from service

Key Terms

Deferred Common Stock Units, Directors Deferred Compensation Plan, separation from service

3 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

"issued to the reporting person 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.

separation from service financial

"payable to the reporting person, on a one-for-one basis ... 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^*

England James Herbert

(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	82,594	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 did FuelCell Energy (FCEL) director James Herbert England report on this Form 4?

James Herbert England reported receiving 17,424 Deferred Common Stock Units as compensation. These units were granted at no cash cost under FuelCell Energy’s Directors Deferred Compensation Plan and increase his total deferred common stock units to 82,594 held directly after the transaction.

Is the Form 4 for FuelCell Energy (FCEL) a stock purchase or a compensation award?

The Form 4 reflects a compensation award, not an open-market stock purchase. England received 17,424 Deferred Common Stock Units granted under the Directors Deferred Compensation Plan, which are designed to deliver common shares later instead of immediate cash or stock payments.

How many FuelCell Energy (FCEL) deferred units does James Herbert England hold after this grant?

After the April 8, 2026 grant, England holds 82,594 Deferred Common Stock Units directly. This total includes the newly awarded 17,424 units and represents the deferred portion of his director compensation, ultimately settleable in an equivalent number of common shares.

When will James Herbert England receive FuelCell Energy (FCEL) common shares for these deferred units?

The deferred units convert into common shares when he leaves the board. The plan specifies that one share of FuelCell Energy common stock will be delivered for each deferred unit upon his separation from service as a director, consistent with his prior deferral elections.

What are Deferred Common Stock Units in FuelCell Energy’s (FCEL) director plan?

Deferred Common Stock Units are bookkeeping entries representing future stock delivery. Under FuelCell Energy’s Directors Deferred Compensation Plan, each unit equals one future common share, issued after the director’s separation from service instead of being paid currently in cash or stock.