[Form 4] Plug Power Inc. Insider Trading Activity

Rhea-AI Filing Summary

Form 4 filed for Plug Power (PLUG) discloses routine non-employee director compensation for Patrick Joggerst on 07/03/2025.

• Restricted stock: 76,531 common shares granted at $0; vests on the earlier of the first anniversary of the grant or the next annual meeting held ≥50 weeks after the prior meeting. Joggerst’s direct holdings rise to 178,201 shares.
• Stock options: 76,531 options with a $1.47 exercise price, expiring 07/03/2035; same vesting schedule as the restricted shares.

No shares were sold. The awards slightly increase potential dilution (≈0.01% of basic shares) but strengthen alignment between the director and shareholders by tying future value to share-price appreciation from a depressed base level. No immediate cash or earnings impact is expected, so the filing is considered neutral from a valuation standpoint.

Positive

• Alignment of interests: Equity awards encourage director focus on share-price appreciation.
• Low exercise price: $1.47 strike offers meaningful upside potential if PLUG executes turnaround.

Negative

• Future dilution: Additional 153,062 potential shares (stock & options) modestly increase share count.

Insights

Securities Analyst

TL;DR: Routine director equity grant; no buy/sell, neutral valuation impact, minor potential dilution.

The 76.5 k restricted shares and equal-sized option grant represent standard annual compensation under PLUG’s 2021 Incentive Plan. With a $1.47 strike—well below the 52-week high—the options could be motivating if the turnaround succeeds. However, the aggregate amount is immaterial versus Plug Power’s ~600 M shares outstanding, so dilution risk is negligible. Because there is no open-market purchase, the filing doesn’t signal insider conviction; nor does it suggest bearish sentiment. Overall impact on investment thesis: neutral.

Corporate Governance Expert

TL;DR: Grants align director incentives, follow policy, and raise no governance red flags.

The awards comply with the Non-Employee Director Compensation Plan and vest within one year, promoting near-term performance alignment while avoiding excessive entrenchment. The one-time full-vesting schedule is consistent with peer practice. No accelerated vesting triggers are noted, and the filing was timely, indicating sound disclosure controls. From a governance lens, the transaction is benign and maintains best-practice equity mix between full-value shares and at-the-money options.

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
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Joggerst Patrick

(Last) (First) (Middle)

C/O PLUG POWER INC.

125 VISTA BOULEVARD

(Street)

SLINGERLANDS NY 12159

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PLUG POWER INC [ PLUG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/03/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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
Common Stock	07/03/2025		A		76,531(1)	A	$0.00	178,201	D

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
Stock Option (Right to Buy)(2)	$1.47	07/03/2025		A		76,531		(3)	07/03/2035	Common Stock	76,531	$0	76,531	D

Explanation of Responses:

1. Consists of a restricted stock award made pursuant to the Plug Power Inc. 2021 Stock Option and Incentive Plan, as amended, in accordance with the Non-Employee Director Compensation Plan. The restricted stock shall vest in full on the earlier of (i) first anniversary of the grant date or (ii) the date of the next annual meeting which is at least fifty (50) weeks after the immediately preceding year's annual meeting.

2. Stock option granted pursuant to the Plug Power Inc. 2021 Stock Option and Incentive Plan, as amended, in accordance with the Non-Employee Director Compensation Plan.

3. The options shall vest in full on the earlier of (i) first anniversary of the grant date or (ii) the date of the next annual meeting which is at least fifty (50) weeks after the immediately preceding year's annual meeting.

	/s/ Gerard L. Conway Jr., Attorney-in-Fact	07/24/2025
	** 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).
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FAQ

How many Plug Power shares were granted to director Patrick Joggerst?

He received 76,531 restricted shares on 07/03/2025.

What is the exercise price of the newly issued PLUG stock options?

The options allow purchase at $1.47 per share.

When will the restricted shares and options vest?

Both awards vest fully on the earlier of one year from grant or the next annual meeting held at least 50 weeks after the prior meeting.

How many PLUG shares does Joggerst own after the grant?

His direct beneficial ownership stands at 178,201 common shares.

Did the Form 4 include any share sales?

No. The filing reports only acquisitions; no shares were disposed of.