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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): July 7, 2025
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) |
Registrant’s telephone
number, including area code: (518)
782-7700
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 7.01 |
Regulation FD Disclosure |
Plug Power Inc. (the “Company”) is furnishing this Current
Report on Form 8-K in connection with the disclosure of information during a conference call and webcast on July 7, 2025 discussing the
final reconciliation bill, H.R. 1, also known as the One Big Beautiful Bill Act, and the anticipated impact to the Company’s
business. The transcript of the conference call and webcast is furnished herewith as Exhibit 99.1 and incorporated herein by reference.
The information included in this Current Report on Form 8-K, including
Exhibit 99.1, is not deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), nor shall it be incorporated by reference into the Company’s filings under the Securities
Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in
such future filing.
Disclaimer
The information contained in the transcript furnished as Exhibit 99.1
is a textual representation of the conference call and webcast and while efforts are made to provide an accurate transcript, there may
be material errors, omissions or inaccuracies in the reporting of the contents of the presentation. The Company does not assume any responsibility
for any investment or other decisions made based upon the information provided in the transcript. A recording of the conference call and
webcast is available on the “Investor Relations” section of the Company’s website at www.plugpower.com.
Cautionary Note Regarding Forward-Looking Statements
This Form 8-K, including Exhibit 99.1, contains projections
of the Company’s future results of operations, or of the Company’s business or financial position, or other forward-looking
statements. These forward-looking statements are not historical facts and are considered forward-looking
within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. These forward-looking statements
are based upon the current expectations, estimates, forecasts and projections as well as the current beliefs and assumptions of the Company’s
management and are subject to significant risks and uncertainties and include, but are not limited to, statements about management’s
expectations regarding the One Big Beautiful Bill Act, which has been passed by both the House and the Senate and signed into law by President
Trump. In the event the Company is not able to accurately predict or control events in the
future or risks or uncertainties materialize, or underlying assumptions prove inaccurate, the Company’s actual could results could
vary materially from those forward-looking statements. Investors are cautioned not to unduly rely on forward-looking statements because
they involve risks and uncertainties, and actual results may differ materially from those discussed as a result of various factors, including
the risk of elimination, nonrenewal, reduction of, or changes in qualifying criteria for government subsidies and economic incentives
for alternative energy products. For a further description of
the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well
as risks relating to the Company’s business in general, see the Company’s public filings with the Securities and Exchange
Commission (the “SEC”), including the “Risk Factors” section of the Company’s Annual Report on Form 10-K
for the year ended December 31, 2024, the Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 and any subsequent filings
with the SEC. The forward-looking statements are made as of the date hereof and the Company undertakes no obligation to update such statements
as a result of new information.
Item 9.01. |
Financial Statements and Exhibits. |
(d) Exhibits
Exhibit
Number |
|
Title |
|
|
|
99.1 |
|
Transcript dated July 7, 2025 |
|
|
|
104 |
|
Cover Page Interactive Data File (embedded within
the Inline XBRL document) |
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: July 7, 2025 |
By: |
/s/ Paul Middleton |
|
Name: |
Paul Middleton |
|
Title: |
Chief Financial Officer |