FuelCell Energy (FCEL) director receives 17,424 deferred stock units as board pay

Rhea-AI Filing Summary

FuelCell Energy Inc. director Betsy B. Bingham received a grant of deferred common stock units as part of her board compensation. She was awarded 17,424 deferred common stock units, bringing her total deferred units to 18,765. These units were issued under the FuelCell Energy, Inc. Directors Deferred Compensation Plan. Each unit will convert into one share of common stock on a one-for-one basis and will be delivered to her only after she separates from service as a director, so this filing reflects non-cash, compensation-related equity rather than an open-market stock purchase or sale.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Bingham Betsy B

Role Director

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

Holdings After Transaction: Deferred Common Stock Units — 18,765 shares (Direct)

Footnotes (1)

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Key Figures

Deferred units granted: 17,424 units Deferred units after grant: 18,765 units Grant price per unit: $0.0000 +1 more

4 metrics

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

Deferred units after grant 18,765 units Total deferred common stock units following transaction

Grant price per unit $0.0000 Non-cash equity award under directors plan

Underlying common stock 17,424 shares One common share for each deferred unit upon separation

Key Terms

Deferred Common Stock Units, Directors Deferred Compensation Plan, separation from service as a director

3 terms

Deferred Common Stock Units financial

"Deferred common stock units issued to the reporting person"

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 ... 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 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^*

Bingham Betsy B

(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	18,765	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 Betsy B. Bingham?

FuelCell Energy reported that director Betsy B. Bingham received 17,424 deferred common stock units. These units are a form of equity compensation, not an open-market stock purchase or sale, and increase her total deferred units position to 18,765 after the grant.

Is the Betsy B. Bingham Form 4 for FCEL a stock purchase or sale?

The Form 4 for Betsy B. Bingham does not show a stock purchase or sale. It reports a compensation-related grant of 17,424 deferred common stock units, with no cash price per unit and no open-market transaction involved in this filing.

How do Betsy B. Bingham’s deferred common stock units in FCEL convert into shares?

Each deferred common stock unit granted to Betsy B. Bingham converts into one share of FuelCell Energy common stock. The underlying shares are payable to her on a one-for-one basis only when she separates from service as a director, according to the plan.

When will Betsy B. Bingham receive FuelCell Energy (FCEL) shares from this Form 4 award?

The shares tied to this award will be delivered when Betsy B. Bingham separates from service as a director. At that time, each of the 17,424 deferred common stock units granted will be settled in one share of FuelCell Energy common stock under the directors’ plan.

What is the FuelCell Energy Directors Deferred Compensation Plan mentioned in the Form 4?

The FuelCell Energy Directors Deferred Compensation Plan allows directors to receive compensation as deferred common stock units. Under this plan, the units convert into common shares on a one-for-one basis and are paid only after the director’s service on the board ends.