Plug Power Stockholders Approve Share Increase to 3B, Reject Charter Vote-Rule Change at Special Meeting

• Stockholders approved expanding the company's authorized communal shares from 1.5 cardinal to 3.0 billion astatine the Feb. 12, 2026 peculiar meeting.

• Stockholders voted against the charter amendment to align definite aboriginal voting requirements with Delaware instrumentality (Proposal 1); absorption said it volition revisit the substance astatine the yearly gathering and enactment with Nasdaq to facilitate passage.

• CEO Andy Marsh credited retail investors (and recalled organization votes) for helping the stock summation pass, saying the effect avoids a reverse banal divided and that the institution volition propulsion to marque broker voting easier.

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Plug Power (NASDAQ:PLUG) held its 2026 peculiar gathering of stockholders virtually connected February 12, 2026, aft the gathering was primitively convened connected January 29 and subsequently adjourned to February 5 and past to February 12. CEO Andy Marsh, who besides serves arsenic enforcement seat of the board, chaired the meeting.

Marsh said stockholders were capable to ballot and taxable questions done the online gathering portal. He introduced directors successful attendance, including pb manager George McNamee, arsenic good arsenic members of the enforcement team, including Jose Crespo, the company’s president and main gross serviceman and “future CEO,” CFO and main accounting serviceman Paul Middleton, and main ineligible serviceman and firm caput Gerard Conway.

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Marsh said gathering announcement and proxy materials were sent to stockholders of grounds arsenic of December 12, 2025. Only holders of shares of communal banal arsenic of that grounds day were eligible to vote. The institution appointed Christopher Woods arsenic autarkic inspector of elections.

According to Marsh, determination were 1,391,635,243 shares of communal banal outstanding and entitled to ballot arsenic of the grounds date. A quorum required 463,878,415 shares represented successful idiosyncratic oregon by proxy, and Marsh stated that much than that magnitude was present, allowing the gathering to proceed.

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The meeting’s docket included 2 proposals, each requiring support by the affirmative ballot of holders of a bulk of the voting powerfulness of the shares of communal banal outstanding and entitled to vote.

• Proposal 1: Amend the company’s charter to set voting requirements for definite aboriginal charter amendments to align with Section 242(d)(2) of the Delaware General Corporation Law.

• Proposal 2: Amend the company’s charter to summation the fig of authorized shares of communal banal from 1.5 cardinal to 3.0 billion.