Plug Power Inc. Files 8-K: Material Agreement & Financials

TL;DR

Plug Power filed an 8-K on Oct 8, 2025, for a material agreement and financials.

AI Summary

On October 8, 2025, Plug Power Inc. filed an 8-K report detailing a material definitive agreement and financial statements. The filing does not specify the nature of the agreement or any associated dollar amounts.

Why It Matters

This filing indicates Plug Power Inc. has entered into a significant agreement and is providing updated financial information, which could impact investor understanding of the company's current standing and future prospects.

Risk Assessment

Risk Level: medium — The filing itself is routine, but the lack of specific details about the material agreement introduces uncertainty regarding its potential impact.

Key Players & Entities

• Plug Power Inc. (company) — Registrant
• October 8, 2025 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.01 — ch registered Common Stock, par value $0.01 per share PLUG The Nasdaq Capital M
• $2.00 — s set forth in the Existing Warrants of $2.00 per share, the Company agreed to (i) am
• $0.0001 — xercise price of $2.00 per Share, minus $0.0001. Each Pre-funded Warrant will be immedi
• $7.75 — o 185,430,464 shares of Common Stock at $7.75 per share (subject to applicable adjust
• $371.0 million — d fees, is expected to be approximately $371.0 million. If the New Warrants are fully exercise
• $1.4 billion — the Company will receive an additional $1.4 billion in gross proceeds. No assurance can be

Filing Documents

• tm2528283d1_8k.htm (8-K) — 38KB
• tm2528283d1_ex1-1.htm (EX-1.1) — 28KB
• tm2528283d1_ex4-1.htm (EX-4.1) — 152KB
• tm2528283d1_ex4-2.htm (EX-4.2) — 145KB
• tm2528283d1_ex5-1.htm (EX-5.1) — 12KB
• tm2528283d1_ex5-1img001.jpg (GRAPHIC) — 10KB
• 0001104659-25-097766.txt ( ) — 641KB
• plug-20251008.xsd (EX-101.SCH) — 3KB
• plug-20251008_lab.xml (EX-101.LAB) — 33KB
• plug-20251008_pre.xml (EX-101.PRE) — 22KB
• tm2528283d1_8k_htm.xml (XML) — 3KB

01 Entry Into a Material Definitive Agreement

Item 1.01 Entry Into a Material Definitive Agreement. On October 8, 2025, Plug Power Inc. (the "Company") entered into a letter agreement (the "Warrant Inducement Agreement") with the holder (the "Investor") of warrants issued on March 20, 2025 (the "Existing Warrants"), whereby in consideration for exercising in full for cash all of the Existing Warrants held by the Investor at the exercise price as set forth in the Existing Warrants of $2.00 per share, the Company agreed to (i) amend the Existing Warrants to provide for the issuance of Pre-funded Warrants (the "Pre-funded Warrants"), at the option of the Investor, if, as a result of the exercise of the Existing Warrants, the Investor's beneficial ownership of shares of the Company's common stock, par value $0.01 per share (the "Common Stock"), would exceed such Investor's beneficial ownership blocker election as set forth in the Existing Warrants immediately following such exercise, and (ii) issue new warrants to the Investor (the "New Warrants" and together with the Pre-funded Warrants, the "Warrants") to purchase up to 185,430,464 shares of Common Stock (the "Transaction"). The Transaction was made pursuant to a prospectus supplement dated October 8, 2025 and an accompanying base prospectus that forms a part of the Company's registration statement on Form S-3 (File No. 333- 287577), which was filed by the Company with the Securities and Exchange Commission (the "SEC") on May 27, 2025 and declared automatically declared effective by the SEC. The Transaction is expected to close on or about October 9, 2025, subject to customary closing conditions. The purchase price of each Pre-funded Warrant will be equal to the exercise price of $2.00 per Share, minus $0.0001. Each Pre-funded Warrant will be immediately exercisable for one share of Common Stock at $0.0001 per share (subject to applicable adjustment in the event of certain share dividends and distributions, share splits, share combinations, reclassifications

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Title 1.1 Form of Warrant Inducement Agreement, dated October 8, 2025, by and among Plug Power Inc. and the Investor. 4.1 Form of New Warrant. 4.2 Form of Pre-Funded Warrant. 5.1 Opinion of Goodwin Procter LLP. 23.1 Consent of Goodwin Procter LLP (contained in Exhibit 5.1). 104 Cover Page Interactive Data File (embedded with the Inline XBRL document). 3 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: October 8, 2025 By: /s/ Paul Middleton Name: Paul Middleton Title: Chief Financial Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR