Michael S. Bishop - Aug 24, 2023 Form 4 Insider Report for FUELCELL ENERGY INC (FCEL)

Role
EVP, TREASURER & CFO
Signature
/s/ Michael S. Bishop
Stock symbol
FCEL
Transactions as of
Aug 24, 2023
Transactions value $
-$76,063
Form type
4
Date filed
8/28/2023, 05:15 PM
Previous filing
Dec 14, 2022
Next filing
Nov 28, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FCEL Common Stock Options Exercise $0 +6.24K +15.09% $0.00 47.6K Aug 24, 2023 Direct F1
transaction FCEL Common Stock Tax liability -$3.85K -2.89K -6.08% $1.33 44.7K Aug 24, 2023 Direct F2
transaction FCEL Common Stock Options Exercise $0 +74.9K +167.51% $0.00 120K Aug 24, 2023 Direct F3
transaction FCEL Common Stock Tax liability -$46.2K -34.7K -29.02% $1.33 84.9K Aug 24, 2023 Direct F4
transaction FCEL Common Stock Options Exercise $0 +42.3K +49.8% $0.00 127K Aug 24, 2023 Direct F5
transaction FCEL Common Stock Tax liability -$26.1K -19.6K -15.41% $1.33 108K Aug 24, 2023 Direct F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction FCEL Employee Restricted Stock Unit Options Exercise $0 -6.24K -100% $0.00* 0 Aug 24, 2023 Common Stock 6.24K Direct F1, F6
transaction FCEL Employee Performance Share Unit Options Exercise -74.9K -100% 0 Aug 24, 2023 Common Stock 74.9K Direct F3, F7
transaction FCEL Employee Performance Share Unit Options Exercise -42.3K -100% 0 Aug 24, 2023 Common Stock 42.3K Direct F5, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Restricted stock units were converted into common stock on a one for-one basis.
F2 Represents shares withheld to satisfy tax obligations upon the vesting of restricted stock units.
F3 Each performance share unit represents the right to receive a single share of common stock, and the number of performance shares that could be earned could range up to two times the reported target number of performance share units (which was 37,446).
F4 Represents shares withheld to satisfy tax obligations upon the vesting of performance share units.
F5 Each performance share unit represents the right to receive a single share of common stock, and the number of performance shares that could be earned could range up to two times the reported target number of performance share units (which was 37,446).
F6 On August 24, 2020, the reporting person was granted restricted stock units, which vest 1/3 on each of the first, second and third anniversaries of the date of grant, subject to continued employment.
F7 On August 24, 2020, the reporting person was granted performance shares which were based on performance over the three-year performance period ending October 31, 2022, subject to continued employment until the third anniversary of the grant date (August 24, 2023). The performance goal was an increase in the Company's stock price during the performance period. The maximum number of performance shares that could be earned based on performance was two times the target number previously reported (37,446). The Compensation Committee certified achievement at 200% of the target number, resulting in the award of 74,892 shares.
F8 On August 24, 2020, the reporting person was granted performance shares which were based on performance over the three-year performance period ended October 31, 2022, subject to continued employment until the third anniversary of the grant date (August 24, 2023). The performance goal was the TSR of the Company relative to the TSR of the Russell 2000 Index during the performance period. While the maximum number of performance shares that could have been earned based on performance was two times the target number previously reported (37,446), the Compensation Committee certified achievement at 112.9% of the target number, resulting in the award of 42,277 shares.