Fusion Fuel (NASDAQ: HTOO) investors approve Royal Uranium deal and name change
Rhea-AI Filing Summary
Fusion Fuel Green PLC held an Extraordinary General Meeting where shareholders approved all three proposed resolutions. First, they approved the planned acquisition of Royal Uranium Inc. under a Share Exchange Agreement dated February 18, 2026, with 816,174 votes for, 831 against, and 3,116 abstentions.
Second, shareholders approved the conversion of 4,171,327 Series A Convertible Preferred Shares of US$0.0001 each into ordinary shares of US$0.0035 each in accordance with existing conversion terms, receiving 808,014 votes for, 7,618 against, and 4,489 abstentions. This conversion will occur after shareholder approval and submission and clearance of an initial listing application with Nasdaq.
Third, they approved changing the company’s name from Fusion Fuel Green PLC to Fusion Elements plc, subject to approvals in Ireland and from Nasdaq, with 815,564 votes for, 982 against, and 3,575 abstentions. As of the May 8, 2026 record date, 3,297,509 Class A Ordinary Shares were outstanding, and 820,121 shares were represented at the meeting, forming a quorum.
Positive
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Insights
Shareholders back a strategic pivot into uranium royalties and broader energy assets.
Fusion Fuel Green PLC shareholders approved the Royal Uranium acquisition, preferred share conversion, and a rebrand to Fusion Elements plc. The acquisition would add uranium and natural gas royalty and similar interests across Canada, Colombia, and Argentina, giving capital-light exposure to potential production revenues.
The conversion of 4,171,327 Series A Convertible Preferred Shares into ordinary shares, once Nasdaq listing conditions are cleared, simplifies the capital structure and ties directly to the earlier Quality Industrial Corp. transaction, which added a controlling stake in UAE gas distributor Al Shola Gas. This deepens exposure to conventional cash-generating infrastructure.
The name change reflects a move beyond a pure green hydrogen narrative toward a diversified energy platform. However, completion of the Royal Uranium deal and the preferred conversion still depends on contractual closing conditions and regulatory processes, while future performance will be influenced by uranium and gas prices, permitting, and third-party operator decisions.
Key Figures
Key Terms
Extraordinary General Meeting financial
royalty and other interests financial
net smelter return financial
Form 20-F regulatory
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT
OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of: June, 2026.
Commission File Number: 001-39789
Fusion
Fuel Green PLC
(Translation of registrant’s name into English)
9 Pembroke Street Upper
Dublin D02 KR83
Ireland
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
As previously reported in its Report on Form 6-K furnished with the U.S. Securities and Exchange Commission (the “SEC”) on May 18, 2026 (the “Prior Form 6-K”), an Extraordinary General Meeting of the shareholders (the “Extraordinary General Meeting”) of Fusion Fuel Green PLC, an Irish public limited company (the “Company”), was originally scheduled for 1:00 p.m. Irish Time (8:00 a.m. Eastern Time) on June 8, 2026 at the offices of the Company’s counsel, Arthur Cox LLP, Ten Earlsfort Terrace, Dublin 2, D02 T380, Ireland, to consider three resolutions.
As of 6:00 p.m. on May 8, 2026, the record date for the Extraordinary General Meeting, there were 3,297,509 Class A Ordinary Shares with a nominal value of $0.0035 each of the Company (“Class A Ordinary Shares”), issued and outstanding and entitled to vote on the resolutions presented at the Extraordinary General Meeting.
At 1:00 p.m. Irish Time (8:00 a.m. Eastern Time), the Extraordinary General Meeting was duly called to order. At that time, shareholders as of 6:00 p.m. on May 8, 2026 holding 820,121 Class A Ordinary Shares were present in person or by proxy. At 1:15 p.m. Irish Time (8:15 a.m. Eastern Time) the Extraordinary General Meeting was adjourned until 1:30 p.m. Irish Time (8:30 a.m. Eastern Time) at the same place to allow additional time for the Company to obtain a quorum necessary for action to be taken at the Extraordinary General Meeting. At 1:30 p.m. Irish Time (9:30 a.m. Eastern Time), the adjourned Extraordinary General Meeting was duly called to order and it was determined that the meeting would, in accordance with the Company’s constitution, wait an additional half an hour to obtain a quorum. At 2:00 p.m. Irish Time (10:00 a.m. Eastern Time), shareholders as of 6:00 p.m. on May 8, 2026 holding 820,121 Class A Ordinary Shares were present in person or by proxy at the Extraordinary General Meeting. Under the Company’s constitution and Irish law, the shareholders present at the meeting were deemed a quorum.
The three resolutions considered by the Company’s shareholders at the Extraordinary General Meeting were set forth on the Circular to Shareholders and Notice of Extraordinary General Meeting, dated May 15, 2026, and Form of Proxy that were mailed to shareholders of the Company registered in the register of members of the Company as at 6:00 p.m. on May 8, 2026, copies of which were attached to the Prior Form 6-K. Each of such resolutions is restated below with a final tabulation of votes cast for and against each resolution, as well as the number of abstentions and broker non-votes with respect to each resolution. Resolutions 1 and 2 required a simple majority (i.e. more than 50%) of the votes cast at the meeting, whether cast in person or by proxy. Resolution 3 required a supermajority of at least 75% of the votes cast at the meeting, whether in person or by proxy.
1. As an ordinary resolution:
“THAT the proposed acquisition by the Company (or any nominated subsidiary of the Company) of Royal Uranium Inc. (the ‘Acquisition’) be and is hereby approved and the directors of the Company (or any duly authorised committee thereof) be and are hereby authorised:
| (a) | to proceed with the Acquisition substantially on the terms and subject to the conditions set out in the Share Exchange Agreement dated 18 February 2026 and entered into between the Company and shareholders of Royal Uranium Inc. (the ‘Share Exchange Agreement’), and to enter into all other agreements and ancillary documents contemplated by the Share Exchange Agreement; | |
| (b) | to do or procure to be done all such acts and things on behalf of the Company and any of its subsidiaries as the directors consider necessary, desirable or expedient to implement, or otherwise in connection with, the Acquisition; and | |
| (c) | to agree such modifications, variations, revisions, waivers, extensions, additions or amendments to any of the terms and conditions of the Acquisition and/or to any documents relating to it, as the directors (or any duly authorised committee thereof) may in their absolute discretion think fit, provided such modifications, variations, revisions, waivers, extensions, additions or amendments are not of a material nature.” |
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 816,174 | 831 | 3,116 | 0 | |||||||||||
2. As an ordinary resolution:
“THAT the conversion of 4,171,327 preferred shares of US$0.0001 each in the capital of the Company designated by the Board as Series A Convertible Preferred Shares on 18 November 2024 in accordance with the Articles of Association, having the rights (including conversion terms) fixed by the Board prior to their issuance (and which designation may be amended by the Board at any time thereafter) and which were issued pursuant to the terms of the stock purchase agreement dated 18 November 2024 between Quality Industrial Corp., the Company, Ilustrato Pictures International Inc. and other shareholders of Quality Industrial Corp. into such number of ordinary shares of US$0.0035 each in the capital of the Company as determined in accordance with the conversion terms fixed by the Board and pursuant to the Certificate of Designation (as amended from time to time) be and is hereby approved, and that the directors of the Company be and are hereby authorised to do or procure to be done all such acts and things on behalf of the Company and any of its subsidiaries as the directors consider necessary, desirable or expedient to implement, or otherwise in connection with the foregoing.”
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 808,014 | 7,618 | 4,489 | 0 | |||||||||||
3. As a special resolution:
“THAT, in accordance with section 30 of the Companies Act 2014, the change of the name of the Company from Fusion Fuel Green plc to Fusion Elements plc is hereby approved, subject to the approval of the Registrar of Companies and subject to any necessary submissions to or approvals by Nasdaq for the change of name, and the Memorandum and Articles of Association of the Company be amended to reflect this change of name, and the Board of directors of the Company is hereby authorised in its absolute discretion to determine the time of the filing with the Registrar of Companies of the relevant applications, forms, filings and documents for such change of name and whether or not to proceed with filing such applications, forms, filings and documents, with the power to delegate and sub-delegate the determination of all of the foregoing, provided that this resolution shall have effect from the business day immediately prior to such filing with the Registrar of Companies.”
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 815,564 | 982 | 3,575 | 0 | |||||||||||
On June 9, 2026, the Company issued a press release announcing the results of the Extraordinary General Meeting. A copy of the press release is furnished as Exhibit 99.1 to this Report on Form 6-K.
Forward-Looking Statements
The press release attached as Exhibit 99.1 hereto and the statements contained therein include “forward-looking statements” within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended, which statements involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or the Company’s future financial or operating performance. In some cases, you can identify these statements because they contain words such as “may,” “will,” “believes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “should,” “seeks,” “future,” “continue,” “plan,” “target,” “predict,” “potential,” or the negative of such terms, or other comparable terminology that concern the Company’s expectations, strategy, plans, or intentions. Such forward-looking statements include, but are not limited to, statements regarding: the Company’s planned acquisition of Royal Uranium Inc., a company incorporated under the laws of British Columbia, Canada (“Royal Uranium”), and the expected benefits thereof, including the anticipated closing of the transaction and the expected enhancement of the Company’s strategic positioning and long-term asset value; the scope, timing, and results of exploration and development activities by third-party operators at properties underlying Royal Uranium’s royalty and other interests; the conversion of the preferred shares of $0.0001 nominal value each designated by the board of directors of the Company as Series A Convertible Preferred Shares on November 18, 2024 in accordance with the Articles of Association of the Company into ordinary shares and the conditions thereto, including the submission and clearance of an initial listing application with The Nasdaq Stock Market LLC (“Nasdaq”); the proposed change of the Company’s name to Fusion Elements plc; and the Company’s strategy to build a diversified energy platform and the anticipated benefits thereof. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements, including, without limitation: the ability of the parties to the Share Exchange Agreement, dated February 18, 2026, between the Company and certain shareholders of Royal Uranium, to complete the acquisition of Royal Uranium pursuant to its terms; the Company’s ability to integrate Royal Uranium’s assets into its business; the realization of revenues from the assets of Royal Uranium, including its uranium and natural gas royalty and other interests, which may depend on, among other things, the commercial development of uranium deposits, the receipt and maintenance of exploration, mining, and environmental permits and approvals by the operators of the underlying properties, and market demand for uranium and natural gas as sources of energy; volatility in uranium and natural gas commodity prices, which directly affect the potential value of net smelter return and participation interests; the risk that operators of royalty-bearing or similar properties may delay, suspend, or abandon exploration or development activities due to insufficient funding, unfavorable economic conditions, technical challenges, or regulatory obstacles; the possibility that exploration activities may not result in the discovery of commercially viable mineral deposits or hydrocarbon reserves; the dependence of the Company on third-party operators over whom it has no operational control, including decisions regarding the pace, scope, and method of exploration and development; the risk that changes in mining, environmental, or energy laws and regulations in the jurisdictions where Royal Uranium’s royalty and other assets are located, including Canada, Colombia, and Argentina, may adversely affect the feasibility or economics of the underlying projects; political, economic, and social risks associated with operating in foreign jurisdictions, including currency controls, expropriation, nationalization, and changes in fiscal regimes; the risk that royalty and similar agreements may be subject to disputes regarding their scope, enforceability, or the calculation of permitted deductions from gross revenues; the ability of the Company to satisfy the conditions to conversion of the Series A Preferred Shares, including the submission and clearance of the initial listing application with Nasdaq; competition from existing or new offerings that may emerge; the Company’s ability to obtain sufficient funding to maintain operations and develop additional services and offerings; and the risks and uncertainties described under Item 3. “Key Information – D. Risk Factors” and elsewhere in the Company’s Annual Report on Form 20-F for the fiscal year ended December 31, 2025, filed with the SEC on May 7, 2026. The Company’s expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those projected. All subsequent written and oral forward-looking statements concerning the Company or other matters and attributable to the Company or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above. The Company does not undertake any obligation to publicly update any of these forward-looking statements to reflect events or circumstances that may arise after the date hereof, except as required by law.
This Report on Form 6-K (other than Exhibit 99.1 hereto) is incorporated by reference into the Company’s registration statements
on Form F-3 (File 333-287226, 333-289429, 333-286198, 333-286202, 333-251990, 333-264714, 333-276880, 333-293286, and 333-294414) and Form S-8 (File Nos. 333-258543 and 333-291732) and the prospectuses thereof and any prospectus supplements or amendments thereto.
| Exhibit No. | Description | |
| 99.1 | Press Release dated June 9, 2026 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Fusion Fuel Green PLC | |
| (Registrant) | |
| Date: June 9, 2026 | /s/ Frederico Figueira de Chaves |
| Frederico Figueira de Chaves | |
| Chief Executive Officer, Interim Chief Financial Officer and Chief Strategy Officer |
Exhibit 99.1
Fusion Fuel Shareholders Approve All Proposed Resolutions, Including Potentially Transformational Royal Uranium Acquisition
Royal Uranium Approval Expected to Advance Company’s Potential Transformation into a Diversified Energy Platform
DUBLIN, Ireland – June 9, 2026 – Fusion Fuel Green PLC (Nasdaq: HTOO) (“Fusion Fuel” or the “Company”), a diversified energy platform spanning conventional gas, clean-energy engineering, and biomass steam solutions, today announced that shareholders approved all resolutions presented at the Company’s Extraordinary General Meeting (“EGM”) held on June 8, 2026, including resolutions relating to the proposed acquisition of Royal Uranium Inc. (“Royal Uranium”), the conversion of the Company’s Series A Convertible Preferred Shares (“Series A Preferred Shares”), and the Company’s proposed name change to Fusion Elements plc.
The approval of a resolution to authorize the anticipated acquisition of Royal Uranium and certain related matters marks a significant milestone in Fusion Fuel’s anticipated transformation into a diversified energy platform. Upon completion, the transaction is expected to add a portfolio of uranium and energy royalty and similar interests spanning Canada, Colombia, and Argentina, including exposure to premier uranium-producing regions such as Canada’s Athabasca Basin.
The anticipated acquisition of Royal Uranium is expected to provide capital-light exposure to potential revenues from uranium and natural gas production without the operating and development risks associated with owning and operating the underlying assets. The Company believes the transaction positions the Company to benefit from several powerful long-term trends reshaping global energy markets, including increasing electricity demand driven by artificial intelligence, data centers, electrification and energy security initiatives. Completion of the Royal Uranium acquisition remains subject to the satisfaction of closing conditions, and the Company expects to complete the transaction in the near term.
Separately, shareholders approved a resolution providing for the conversion of the Series A Preferred Shares into ordinary shares. The Series A Preferred Shares were issued under the Stock Purchase Agreement, dated November 18, 2024 (the “QIND Stock Purchase Agreement”), among Quality Industrial Corp. (“QIND”), the Company, Ilustrato Pictures International Inc. and other shareholders of QIND. Under the QIND Stock Purchase Agreement, the Company acquired a majority interest in QIND. QIND is the owner of 51% of the shares of Al Shola Al Modea Gas Distribution LLC (“Al Shola Gas”), a utility gas distributor with operations in the United Arab Emirates. The approval is expected to advance another important component of the Company’s strategy to build a diversified energy portfolio with exposure to conventional energy infrastructure and cash-generating assets. Under their terms and pursuant to the QIND Stock Purchase Agreement, the Series A Preferred Shares will convert into ordinary shares upon the later of shareholder approval and the submission and clearance of an initial listing application with The Nasdaq Stock Market LLC (“Nasdaq”). As of the date of this press release, the Company has not yet submitted the required initial listing application with Nasdaq, and the conversion of the Series A Preferred Shares will not occur until the initial listing application has been submitted and cleared by Nasdaq.
Shareholders also approved a resolution to change the Company’s name from Fusion Fuel Green PLC to Fusion Elements plc, subject to the approval of the Registrar of Companies in Ireland and any necessary submissions to or approvals by Nasdaq, reflecting the Company’s evolution beyond its historical green hydrogen focus and its strategy of operating a growing portfolio of energy-related assets and investments.
Frederico Figueira de Chaves, Chief Executive Officer of Fusion Fuel, commented, “Yesterday’s vote marks a defining moment in the evolution of our Company. We believe that the approval of the Royal Uranium acquisition demonstrates strong shareholder support for our strategy to build a diversified energy platform with exposure to some of the most compelling long-term opportunities in global energy markets.”
“Royal Uranium’s royalty and other interests are expected to provide our shareholders with access to a growing uranium market through a capital-light model that we believe offers attractive risk-adjusted returns. As global electricity demand rises and nuclear energy assumes a larger role in supporting AI infrastructure, data centers and electrification, we believe that our anticipated acquisition of Royal Uranium could position Fusion Fuel to participate directly in one of the most important energy investment themes of the coming decade.”
“Shareholders also approved the conversion of our Series A Preferred Shares that were issued under the terms of the QIND Stock Purchase Agreement, and the change of our name to Fusion Elements plc. Together, these approvals are expected to significantly strengthen our platform, diversify our revenue opportunities and create a foundation for long-term value creation. We appreciate the confidence our shareholders have placed in our vision and look forward to executing on the next phase of our growth strategy,” concluded Mr. Figueira de Chaves.
About Fusion Fuel Green PLC
Fusion Fuel Green PLC (NASDAQ: HTOO) is a diversified energy platform offering a comprehensive suite of energy supply, distribution, and engineering and advisory solutions through its operating businesses Al Shola Gas, Bright Hydrogen Solutions Ltd (“BrightHy Solutions”) and Biosteam Energy (Proprietary) Limited (“BioSteam Energy”). Al Shola Gas provides full-service industrial gas solutions, including the design, supply, and maintenance of liquefied petroleum gas (LPG) systems, as well as the transport and distribution of LPG across commercial, industrial, and residential sectors. BrightHy Solutions, the Company’s hydrogen solutions platform, delivers engineering and advisory services enabling decarbonization across hard-to-abate industries. BioSteam Energy provides biomass-powered industrial steam solutions to clients.
Forward-Looking Statements
This press release includes “forward-looking statements” within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended, which statements involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or the Company’s future financial or operating performance. In some cases, you can identify these statements because they contain words such as “may,” “will,” “believes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “should,” “seeks,” “future,” “continue,” “plan,” “target,” “predict,” “potential,” or the negative of such terms, or other comparable terminology that concern the Company’s expectations, strategy, plans, or intentions. Such forward-looking statements include, but are not limited to, statements regarding: the Company’s planned acquisition of Royal Uranium and the expected benefits thereof, including the anticipated closing of the transaction and the expected enhancement of the Company’s strategic positioning and long-term asset value; the scope, timing, and results of exploration and development activities by third-party operators at properties underlying Royal Uranium’s royalty and other interests; the conversion of the Series A Preferred Shares into ordinary shares and the conditions thereto, including the submission and clearance of the initial listing application with Nasdaq; the proposed change of the Company’s name to Fusion Elements plc; and the Company’s strategy to build a diversified energy platform and the anticipated benefits thereof. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements, including, without limitation: the ability of the parties to the Share Exchange Agreement, dated February 18, 2026, between the Company and certain shareholders of Royal Uranium, to complete the acquisition of Royal Uranium pursuant to its terms; the Company’s ability to integrate Royal Uranium’s assets into its business; the realization of revenues from the assets of Royal Uranium, including its uranium and natural gas royalty and other interests, which may depend on, among other things, the commercial development of uranium deposits, the receipt and maintenance of exploration, mining, and environmental permits and approvals by the operators of the underlying properties, and market demand for uranium and natural gas as sources of energy; volatility in uranium and natural gas commodity prices, which directly affect the potential value of net smelter return and participation interests; the risk that operators of royalty-bearing or similar properties may delay, suspend, or abandon exploration or development activities due to insufficient funding, unfavorable economic conditions, technical challenges, or regulatory obstacles; the possibility that exploration activities may not result in the discovery of commercially viable mineral deposits or hydrocarbon reserves; the dependence of the Company on third-party operators over whom it has no operational control, including decisions regarding the pace, scope, and method of exploration and development; the risk that changes in mining, environmental, or energy laws and regulations in the jurisdictions where Royal Uranium’s royalty and other assets are located, including Canada, Colombia, and Argentina, may adversely affect the feasibility or economics of the underlying projects; political, economic, and social risks associated with operating in foreign jurisdictions, including currency controls, expropriation, nationalization, and changes in fiscal regimes; the risk that royalty and similar agreements may be subject to disputes regarding their scope, enforceability, or the calculation of permitted deductions from gross revenues; the ability of the Company to satisfy the conditions to conversion of the Series A Preferred Shares, including the submission and clearance of the initial listing application with Nasdaq; competition from existing or new offerings that may emerge; the Company’s ability to obtain sufficient funding to maintain operations and develop additional services and offerings; and the risks and uncertainties described under Item 3. “Key Information – D. Risk Factors” and elsewhere in the Company’s Annual Report on Form 20-F for the fiscal year ended December 31, 2025, filed with the Securities and Exchange Commission on May 7, 2026. The Company’s expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those projected. All subsequent written and oral forward-looking statements concerning the Company or other matters and attributable to the Company or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above. The Company does not undertake any obligation to publicly update any of these forward-looking statements to reflect events or circumstances that may arise after the date hereof, except as required by law.
Investor Relations Contact
ir@fusion-fuel.eu
www.fusion-fuel.eu