Monday, January 30, 2023 5:36:48 PM
https://www.sec.gov/Archives/edgar/data/886128/000155837023000700/fcel-20230426xpre14a.htm
THURSDAY, APRIL 6, 2023
1:00 p.m. Eastern Daylight Time
The 2023 Annual Meeting of Stockholders will be a completely “virtual meeting”, conducted via live audio webcast on the Internet. You will be able to attend the Annual Meeting as well as vote and submit your questions and examine our stockholder list during the live audio webcast of the meeting by visiting www.virtualshareholdermeeting.com/FCEL2023 and entering the 16-digit control number included in our notice of internet availability of the proxy materials, on your proxy card or in the instructions that accompanied your proxy materials.
ITEMS OF BUSINESS
1. To elect seven directors to serve until the 2024 Annual Meeting of Stockholders and until their successors are duly elected and qualified;
2. To ratify the selection of KPMG LLP as FuelCell Energy, Inc.’s independent registered public accounting firm for the fiscal year ending October 31, 2023;
3. To approve the amendment and restatement of the FuelCell Energy, Inc. 2018 Employee Stock Purchase Plan;
4. To approve the amendment and restatement of the FuelCell Energy, Inc. Second Amended and Restated 2018 Omnibus Incentive Plan;
5. To approve the amendment of the FuelCell Energy, Inc. Certificate of Incorporation, as amended, to increase the number of authorized shares of common stock of FuelCell Energy, Inc. from 500,000,000 shares to 1,000,000,000 shares (the “Increase Authorized Shares Proposal”);
6. To approve, on a non-binding advisory basis, the compensation of FuelCell Energy, Inc.’s named executive officers as set forth in the “Executive Compensation” section of the accompanying Proxy Statement;
7. To vote, on a non-binding advisory basis, on the frequency with which future advisory votes on the compensation of FuelCell Energy, Inc.’s named executive officers will be conducted; and
8. To transact such other business as may properly come before the Annual Meeting or any adjournment thereof.
RECORD DATE
Holders of record of our common stock on February 10, 2023, the record date, are entitled to notice of, and to vote at, the Annual Meeting.
MATERIALS TO REVIEW
This booklet contains our Notice of Annual Meeting and our Proxy Statement, which fully describes the business we will conduct at the Annual Meeting.
PROXY VOTING
It is important that your shares are represented and voted at the Annual Meeting. Please vote your shares according to the instructions under “How to Vote” in the Proxy Summary.
ADMISSION TO THE 2023 ANNUAL MEETING
To attend the 2023 Annual Meeting, please follow the “Meeting Attendance” instructions in the Proxy Summary.
By Order of the Board of Directors,
Graphic
JOSHUA DOLGER
Executive Vice President, General Counsel,
and Corporate Secretary
Recent FCEL News
- FuelCell Energy Reports Third Quarter of Fiscal 2024 Results • GlobeNewswire Inc. • 09/05/2024 11:30:00 AM
- U.S. Index Futures Steady Amid Labor Data Anticipation; Oil Prices Rise • IH Market News • 09/05/2024 10:13:05 AM
- FuelCell Energy Participates in Panel Discussion on Scaling Technologies in Hydrogen Production at Investing in Green Hydrogen 2024 • GlobeNewswire Inc. • 09/04/2024 07:10:11 PM
- FuelCell Energy Announces Third Quarter of Fiscal 2024 Results Conference Call on September 5, 2024 at 10 A.M. Eastern Time • GlobeNewswire Inc. • 08/27/2024 12:00:00 PM
- FuelCell Energy Announces Major Clean Fuel Fund Support for eFuel Projects in Canada • GlobeNewswire Inc. • 08/22/2024 01:20:25 PM
- Form DEFA14A - Additional definitive proxy soliciting materials and Rule 14(a)(12) material • Edgar (US Regulatory) • 08/20/2024 12:01:19 PM
- Form 8-K - Current report • Edgar (US Regulatory) • 08/20/2024 12:00:13 PM
- FuelCell Energy, Inc. Announces Special Stockholder Meeting • GlobeNewswire Inc. • 08/20/2024 12:00:00 PM
- FuelCell Energy to Show Industry How to Sustainably Create CO2 at World Brewing Congress • GlobeNewswire Inc. • 08/15/2024 12:00:00 PM
- FuelCell Energy Marks a Significant Milestone in Korean Market Expansion • GlobeNewswire Inc. • 07/11/2024 12:00:00 PM
- FuelCell Energy to Help Power UConn’s Innovation Drive Towards 2030 Carbon Neutrality with Solid Oxide Fuel Cells on Storrs Campus • GlobeNewswire Inc. • 06/25/2024 12:00:00 PM
- Form 10-Q - Quarterly report [Sections 13 or 15(d)] • Edgar (US Regulatory) • 06/10/2024 11:40:39 AM
- Form 8-K - Current report • Edgar (US Regulatory) • 06/10/2024 11:35:16 AM
- FuelCell Energy Reports Second Quarter of Fiscal 2024 Results • GlobeNewswire Inc. • 06/10/2024 11:30:00 AM
- US Index Futures Drop Ahead of FOMC Decision, Oil Prices Inch Up • IH Market News • 06/10/2024 11:23:30 AM
- Form 8-K - Current report • Edgar (US Regulatory) • 06/06/2024 08:05:38 PM
- Form SD - Specialized disclosure report • Edgar (US Regulatory) • 05/30/2024 08:15:08 PM
- Form 8-K - Current report • Edgar (US Regulatory) • 05/28/2024 08:15:21 PM
- FuelCell Energy and Gyeonggi Green Energy Announce Agreement for Purchase of Fuel Cell Modules and Service Agreement for World’s Largest Fuel Cell Power Platform • GlobeNewswire Inc. • 05/28/2024 04:46:52 PM
- Form 4 - Statement of changes in beneficial ownership of securities • Edgar (US Regulatory) • 05/24/2024 08:42:32 PM
- FuelCell Energy Announces Second Quarter of Fiscal 2024 Results Conference Call on June 10, 2024 at 10 A.M. Eastern Time • GlobeNewswire Inc. • 05/22/2024 12:00:00 PM
- Form 4 - Statement of changes in beneficial ownership of securities • Edgar (US Regulatory) • 05/21/2024 09:23:12 PM
- FuelCell Energy and Toyota Motor North America Celebrate Launch of World's First "Tri-gen" Production System at the Port of Long Beach • GlobeNewswire Inc. • 05/02/2024 11:30:00 AM
- FuelCell Energy and Toyota Motor North America Celebrate Launch of World's First 'Tri-gen' Production System at the Port of Long Beach • PR Newswire (US) • 05/02/2024 11:00:00 AM
- Tyrone Michael Jordan Appointed to FuelCell Energy’s Board of Directors • GlobeNewswire Inc. • 04/29/2024 09:01:32 PM
VHAI - Vocodia Partners with Leading Political Super PACs to Revolutionize Fundraising Efforts • VHAI • Sep 19, 2024 11:48 AM
Dear Cashmere Group Holding Co. AKA Swifty Global Signs Binding Letter of Intent to be Acquired by Signing Day Sports • DRCR • Sep 19, 2024 10:26 AM
HealthLynked Launches Virtual Urgent Care Through Partnership with Lyric Health. • HLYK • Sep 19, 2024 8:00 AM
Element79 Gold Corp. Appoints Kevin Arias as Advisor to the Board of Directors, Strengthening Strategic Leadership • ELMGF • Sep 18, 2024 10:29 AM
Mawson Finland Limited Further Expands the Known Mineralized Zones at Rajapalot: Palokas step-out drills 7 metres @ 9.1 g/t gold & 706 ppm cobalt • MFL • Sep 17, 2024 9:02 AM
PickleJar Announces Integration With OptCulture to Deliver Holistic Fan Experiences at Venue Point of Sale • PKLE • Sep 17, 2024 8:00 AM