Fuelcell Energy SEC Filings

FuelCell Energy, Inc. reported first‑quarter fiscal 2026 results showing much stronger revenue but continued losses. Revenue reached $30.5 million, up 61% from $19.0 million a year earlier, driven largely by higher product and service activity. Net loss narrowed to $26.1 million from $32.4 million, and net loss per share attributable to common stockholders improved to $(0.49) from $(1.42), aided by both lower operating expenses and a higher share count. Adjusted EBITDA was $(17.0) million, better than $(21.1) million in the prior-year quarter, reflecting reduced research and development and administrative spending after prior restructurings.

Cash, cash equivalents and restricted amounts rose to $379.6 million as of January 31, 2026, compared with $341.8 million on October 31, 2025, supported by at-the-market stock sales totaling about 6.4 million shares for $56.3 million in gross proceeds and a new Export-Import Bank of the United States financing. Backlog declined about 10.8% year over year to $1.17 billion as revenue was recognized, with a weighted average term of roughly 15 years across service and generation contracts. Management highlighted strong commercial interest from data center customers, citing over 1.5 gigawatts of new proposals and a collaboration with Sustainable Development Capital LLP targeting up to 450 megawatts of projects.

FuelCell Energy, Inc. is holding its 2026 Annual Meeting of Stockholders as a fully virtual event on April 2, 2026, with holders of common stock at the February 11, 2026 record date entitled to vote. As of that date, 52,947,032 shares were outstanding.

Stockholders are asked to elect eight directors, approve a non-binding advisory vote on executive pay, ratify KPMG LLP as auditor for fiscal 2026, and approve amendments and restatements of the 2018 Omnibus Incentive Plan and the 2018 Employee Stock Purchase Plan. The Board recommends voting “for” all proposals.

The proxy highlights a 2025 reset focused on cost discipline, liquidity, and concentrating on the core carbonate fuel cell platform, alongside governance enhancements such as majority voting for directors, stock ownership guidelines, compensation recovery policies, and a structured Board refresh process. It also emphasizes FuelCell’s sustainability strategy and life-cycle approach to its clean energy technology.

FuelCell Energy, Inc. disclosed the separation terms for former Executive Vice President, General Counsel and Corporate Secretary Joshua Dolger, whose employment ended effective January 6, 2026. On February 3, 2026, the parties entered into an employment separation agreement.

Under the agreement, and in exchange for a release of claims, Mr. Dolger will receive a severance payment of $398,494, equal to 12 months of his base salary, paid over 12 months. He remains eligible to earn a pro rata portion of his outstanding performance stock units and his fiscal 2025 management incentive plan award, each based on actual performance. The agreement also provides accelerated vesting of 44,911 unvested time-vesting restricted stock units and up to 12 months of Company-paid COBRA medical, dental and vision premiums, subject to conditions.

All other unearned performance stock units and any other outstanding unvested or unearned equity awards were forfeited at the end of his employment. His benefits depend on not revoking the release of claims and continued compliance with existing assignment, confidentiality, non-competition and non-solicitation covenants.

The Vanguard Group filed a Schedule 13G reporting beneficial ownership of 2,495,652 shares of FuelCell Energy Inc. common stock, representing 5.22% of the class as of December 31, 2025.

Vanguard reports no sole voting or dispositive power, with 303,905 shares subject to shared voting power and 2,495,652 shares subject to shared dispositive power. Vanguard states the securities are held in the ordinary course of business and not for influencing control. Its clients have the right to receive dividends and sale proceeds, with no single other person holding more than 5%. Vanguard also notes an internal realignment on January 12, 2026, after which certain subsidiaries are expected to report beneficial ownership separately.

FuelCell Energy executive Amanda Justine Schreiber, Executive Vice President, General Counsel and Corporate Secretary, received new equity awards on January 23, 2026. She was granted 49,277 restricted stock units, each representing a right to one share of common stock or equivalent cash upon vesting. These units vest in three equal installments on the first, second, and third anniversaries of the grant date, subject to continued employment.

She was also granted 49,277 performance share units, each tied to one share of common stock or equivalent cash upon vesting. These performance units will be earned based on FuelCell Energy’s total shareholder return over fiscal year 2026, fiscal years 2026–2027, and fiscal years 2026–2028, with continued employment required until the third anniversary of the grant date. The 49,277 units reflect the target amount, and up to 235% of this target may be earned depending on total shareholder return performance.

Amanda Justine Schreiber, General Counsel & Corporate Secretary of FuelCell Energy, Inc., filed an initial ownership report on Form 3 for the company’s common stock. The filing states that, as of the event date of 01/12/2026, she beneficially owns no securities of FuelCell Energy. Table I for non-derivative securities and Table II for derivative securities are both effectively empty, and the explanation section confirms that no securities are beneficially owned.