FuelCell Energy Files 8-K on Shareholder Votes

TL;DR

FCEL filed an 8-K for shareholder votes as of Oct 31. Expect news on corporate actions.

AI Summary

FuelCell Energy, Inc. filed an 8-K on November 1, 2024, reporting on matters submitted to a vote of security holders as of October 31, 2024. The filing details the company's principal executive offices located at 3 Great Pasture Road, Danbury, Connecticut, 06810.

Why It Matters

This filing indicates that FuelCell Energy held a vote of its security holders, which could pertain to significant corporate actions or governance changes.

Risk Assessment

Risk Level: low — This is a routine 8-K filing to report on matters submitted to a vote of security holders, not indicating immediate financial distress or significant new risks.

Key Players & Entities

• FUELCELL ENERGY, INC. (company) — Registrant
• October 31, 2024 (date) — Date of earliest event reported
• November 1, 2024 (date) — Date of report
• 3 Great Pasture Road, Danbury, Connecticut, 06810 (location) — Principal Executive Offices

FAQ

Key Financial Figures

• $0.0001 — ange on which registered Common Stock, $0.0001 par value per share FCEL The Nasdaq

Filing Documents

• fcel-20241031x8k.htm (8-K) — 40KB
• 0001558370-24-014138.txt ( ) — 160KB
• fcel-20241031.xsd (EX-101.SCH) — 3KB
• fcel-20241031_lab.xml (EX-101.LAB) — 18KB
• fcel-20241031_pre.xml (EX-101.PRE) — 11KB
• fcel-20241031x8k_htm.xml (XML) — 5KB

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders. On October 31, 2024, FuelCell Energy, Inc. (the "Company") held a special meeting of stockholders (the "Special Meeting"). As of the close of business on September 10, 2024, the record date for the Special Meeting, there were 556,009,549 shares of the Company's common stock issued, outstanding, and entitled to vote. At the Special Meeting, a total of 258,669,292 shares of the Company's common stock, representing approximately 47% in voting power of the shares of the Company's common stock issued, outstanding, and entitled to vote at the Special Meeting, were present in person (by virtual presence online) or by proxy, constituting a quorum to conduct business. At the Special Meeting, two proposals were submitted to a vote of the holders of shares of the Company's common stock, par value $0.0001 per share ("common stock") . A more detailed description of each proposal is set forth in the Company's Definitive Proxy Statement filed with the Securities and Exchange Commission on September 17, 2024. The final voting results for the proposals were as follows: (1) Adoption of an amendment to the Company's Certificate of Incorporation, as amended, to effect a reverse stock split of the Company's issued and outstanding shares of common stock and shares of common stock held in treasury at a specific ratio ranging from one-for-ten (1:10) to one-for-thirty (1:30), at any time prior to May 23, 2025, with the exact ratio to be determined by the Company's Board of Directors without further approval or authorization of the Company's stockholders (the "Reverse Stock Split Proposal") VOTES FOR: 170,249,976 VOTES AGAINST: 86,416,257 ABSTENTIONS: 2,003,059 BROKER NON-VOTES: 0 Accordingly, the Reverse Stock Split Proposal was approved by the Company's stockholders. (2) Approval of one or more adjournments of the Special Meeting, if necessary, to solicit additional proxies if there are not sufficient votes in favo

SIGNATURES

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 hereunto duly authorized. FUELCELL ENERGY, INC. Date: November 1, 2024 By: /s/ Michael S. Bishop Michael S. Bishop Executive Vice President, Chief Financial Officer, and Treasurer

View Full Filing

View this 8-K filing on SEC EDGAR