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2026-02-24
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
February 24, 2026
Plug Power Inc.
(Exact name of registrant as specified in its
charter)
| Delaware |
|
1-34392 |
|
22-3672377 |
| (State
or other jurisdiction |
|
(Commission
File |
|
(IRS
Employer |
| of
incorporation) |
|
Number) |
|
Identification
No.) |
125 Vista Boulevard, Slingerlands, New York |
|
12159 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
(518) 782-7700
Registrant’s telephone number, including
area code:
N/A
(Former name or former address, if changed
since last report.)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
| | |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12) |
| | |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b)) |
| | |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to 12(b) of the Act:
| Title of each class |
|
Trading
Symbol(s) |
|
Name of each exchange
on which registered |
| Common
Stock, par value $0.01 per share |
|
PLUG |
|
The
Nasdaq Capital
Market |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth
company ¨
If an emerging growth
company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 1.01 Entry Into a Material Definitive Agreement.
On February 24, 2026, Plug Power Inc., a Delaware corporation,
and its wholly owned subsidiary, Plug Project Holding Co., LLC, a Delaware limited liability company (together with Plug Power Inc., the
“Company”), entered into a Purchase and Sale Agreement and Joint Escrow Instructions (the “Agreement”) with Stream
US Data Centers, LLC, a Texas limited liability company (“Purchaser”), pursuant to which the Company agreed to sell to Purchaser
certain real property and related assets located in the Town of Alabama, Genesee County, New York (the “Property”).
The Company will be entitled to receive a purchase price ranging between
$132.5 million and $142.0 million, depending on the timing of closing and the removal status of certain hydrogen storage spheres located
on the Property. The closing must occur no later than June 30, 2026, subject to the terms and conditions of the Agreement.
The obligations of the parties to consummate the transaction are subject
to certain closing conditions, including delivery of insurable title, assignment of specified agreements and permits, assignment and transfer
of substation assets to the Genesee County Economic Development Center, receipt of certain governmental approvals, satisfaction of environmental
review requirements, and entry into a binding lease by the Purchaser with a tenant for the Property.
If the closing has not occurred on or before June 30, 2026, either
party may terminate the Agreement. The Agreement contains customary representations, warranties, covenants, termination rights and remedies,
including liquidated damages provisions in favor of the Company in the event of certain defaults by the Purchaser.
The foregoing description of the Agreement does not purport to be complete
and is qualified in its entirety by reference to the full text of the Agreement, which is filed as Exhibit 10.1 to this Current Report
on Form 8-K and incorporated herein by reference.
Item 8.01. Other Events.
On February 26, 2026, the Company issued a press release announcing
the Agreement. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number |
|
Description |
| 10.1†* |
|
Purchase and Sale Agreement and Joint Escrow Instructions, dated as of February 24, 2026, by and among Plug Power Inc., Plug Project Holdings Co., LLC and Stream US Data Centers, LLC. |
| |
|
|
| 99.1 |
|
Press Release of Plug Power Inc., dated February 26, 2026. |
| |
|
|
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
† Certain of the exhibits and schedules to this Exhibit
have been omitted in accordance with Regulation S-K Item 601(a)(5). The Registrant agrees to furnish a copy of all omitted exhibits
and schedules to the SEC upon its request.
* Certain portions of this Exhibit have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. The Company agrees to furnish supplementally a
copy of any omitted schedule or exhibit to the Securities and Exchange Commission upon request.
SIGNATURE
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 hereunto duly authorized.
| |
|
Plug Power Inc. |
| |
|
|
| Date: February 26, 2026 |
By: |
/s/ Paul Middleton |
| |
|
Name: Paul Middleton |
| |
|
Title: Chief Financial Officer |
Exhibit 99.1
Plug Power Executes $132.5 Million Definitive
Agreement with Stream Data Centers as First Step in $275 Million Strategic Infrastructure Optimization Initiative
First of three phases of targeted
strategic infrastructure optimization initiative
SLINGERLANDS, N.Y., February 26, 2026 — Plug Power
Inc. (NASDAQ: PLUG), a global leader in comprehensive hydrogen solutions for the hydrogen economy, today announced it has entered
into definitive agreement with Stream Data Centers, a time-tested hyperscale data center developer and operator with over 25 years of
experience delivering high performance compute. The agreement advances Plug’s previously announced initiative to generate more
than $275 million in liquidity improvement through a combination of asset monetization, release of restricted cash, and reduced maintenance
expenses.
Under the executed agreement, Plug expects to receive gross proceeds
of at least $132.5 million, with total proceeds of up to $142 million depending on the timing of closing and certain asset-removal conditions.
The transaction includes Plug’s interest in the Project Gateway site in New York, comprising the land and associated infrastructure,
select substation-related assets, and the assignment of certain related agreements. This asset sale is expected to close on or before the end of June 2026, subject to customary closing conditions, with a long-stop closing
date of June 30, 2026. Stream Data Centers will provide a $6 million deposit in connection with the transaction.
The transaction is part of a larger proposed development by Stream Data Centers at the STAMP industrial park with an environmentally friendly
and a water-efficient air-cooled design, and a low noise profile. Stream Data Centers' development will utilize existing infrastructure
and power allocations, to avoid any potential cost impact to local communities. Furthermore, Stream Data Centers is proactively investing
in the local community as part of the development.
This transaction allows Plug to unlock value from existing assets and maintain focus
on hydrogen production and fuel cell deployment. Two additional initiatives are expected in 2026, with anticipated aggregate proceeds
of more than $275 million.
“This agreement reflects Plug’s disciplined
approach to capital management and strategic execution,” said Jose Luis Crespo, President and Chief Revenue Officer of Plug. “By
optimizing our assets and unlocking value from existing infrastructure, we are strengthening liquidity, enhancing financial flexibility,
and positioning Plug to participate in meaningful infrastructure growth opportunities.”
As U.S. data center expansion accelerates to meet rising demand, access to reliable and scalable power solutions remains critical. Plug’s agreement with Stream is the first step in aligning
its power infrastructure capabilities with one of the fastest-growing segments of the domestic energy market while reinforcing its commitment
to execution and capital efficiency.
About
Plug Power
Plug is building the global hydrogen economy with a fully integrated ecosystem spanning production, storage, delivery,
and power generation. A first mover in the industry, Plug provides electrolyzers, liquid hydrogen, fuel cell systems, storage tanks,
and fueling infrastructure to industries such as material handling, industrial applications, and energy producers, advancing energy independence
and decarbonization at scale.
With electrolyzers deployed across five continents, Plug leads in
hydrogen production, delivering large-scale projects that redefine industrial power. The company has deployed over 74,000 fuel cell systems
and 275 fueling stations and is the largest user of liquid hydrogen. Plug is rapidly expanding its generation network to ensure reliable,
domestically produced supply, with hydrogen plants currently operational in Georgia, Tennessee, and Louisiana, capable of producing 40
tons per day.
With employees and state-of-the-art manufacturing facilities across
the globe, Plug powers global leaders like Walmart, Amazon, Home Depot, BMW, and BP.
For more information, visit www.plugpower.com.
About Stream Data Centers
Stream Data Centers is a high-growth developer and operator of wholesale data center colocation capacity and
build-to-suit facilities for hyperscale and enterprise users in major markets across the United States. For more than 25 years, Stream
has set new standards for innovation, operational excellence and sustainability in the data center industry, acquiring, developing and
managing complex data center projects for the world's most demanding users, with over 90% of its inventory leased to Fortune 100 customers.
Stream's dedicated site development entity, Headwaters, continues to build a dedicated land bank of attractive site locations, while Stream
provides energy strategies with a focus on reducing market risk and supplying cost-effective renewable energy options.
FORWARD-LOOKING STATEMENTS
This press release contains “forward-looking statements”
within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements in this press
release that are not historical facts, including, without limitation, statements regarding Plug’s expectations, goals, plans, outlook
or prospects, including expected gross proceeds and total proceeds from the transaction, the timing and likelihood of closing, the Company’s
broader electricity asset monetization strategy and anticipated benefits, expected liquidity improvement, the Company’s ability
to execute its business strategy, and other statements regarding future operating results, financial condition, performance, prospects,
and opportunities, are forward-looking statements. These forward-looking statements are based on current expectations, estimates, forecasts
and projections and the beliefs and assumptions of management and are subject to a number of risks and uncertainties that could cause
actual results to differ materially from those reflected in such statements. These risks and uncertainties include, among other things:
the Company’s ability to satisfy closing conditions and complete the transaction on the anticipated terms or at all; the Company’s
ability to realize anticipated benefits from the transaction; general market, economic, competitive and regulatory conditions; the effectiveness
of the Company’s strategic initiatives, including the electricity asset monetization strategy; risks associated with the data center
market and demand for power solutions; the Company’s ability to manage costs and liquidity; risks related to the Company’s
future capital requirements and liquidity needs; and other factors detailed from time to time in the Company’s filings with the
Securities and Exchange Commission (the “SEC”), including the Company’s Annual Report on Form 10-K for the year ended
December 31, 2024, subsequent Quarterly Reports on Form 10-Q, and other reports filed with the SEC.
Forward-looking statements speak only as of the date they are made,
and Plug disclaims any obligation to update or revise these forward-looking statements, whether as a result of new information, future
events or otherwise, except as required by law.
Plug Media
Contact
Teal Hoyos
media@plugpower.com
Source: Plug Power