Jason Few - 26 Aug 2022 Form 4 Insider Report for FUELCELL ENERGY INC (FCEL)

Role: CEO, Director
Signature: /s/ Michael S. Bishop, as Power of Attorney
Issuer symbol: FCEL
Transactions as of: 26 Aug 2022
Net transactions value: -$1,515,742
Form type: 4
Filing time: 30 Aug 2022, 17:01:19 UTC
Previous filing: 26 Aug 2022
Next filing: 29 Nov 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	FCEL	Common Stock	Options Exercise	$0	+500,000	+878%	$0.000000	556,949	26 Aug 2022	Direct	F1
transaction	FCEL	Common Stock	Tax liability	$973,140	-231,700	-42%	$4.20	325,249	26 Aug 2022	Direct	F2
transaction	FCEL	Common Stock	Options Exercise	$0	+278,788	+86%	$0.000000	604,037	26 Aug 2022	Direct	F3
transaction	FCEL	Common Stock	Tax liability	$542,602	-129,191	-21%	$4.20	474,846	26 Aug 2022	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	-500,000	-100%	$0.000000^*	0	26 Aug 2022	Common Stock	500,000	$0.000000	Direct	F1, F5
transaction	FCEL	Performance Share Units	Options Exercise	$0	-278,788	-56%	$0.000000	221,212	26 Aug 2022	Common Stock	278,788	$0.000000	Direct	F3, F6
transaction	FCEL	Performance Share Units	Disposed to Issuer	$0	-221,212	-100%	$0.000000^*	0	26 Aug 2022	Common Stock	221,212	$0.000000	Direct	F3, F6

* 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 shares of common stock on a one-for-one basis.
F2	Represents shares withheld to satisfy tax obligations upon the vesting of restricted stock units.
F3	Performance share units were converted into shares of common stock on a one-for-one basis.
F4	Represents shares withheld to satisfy tax obligations upon the vesting and settlement of performance share units.
F5	Pursuant to an employment agreement made and entered into effective as of August 26, 2019, on June 3, 2020, the reporting person was granted restricted stock units, which vested 100% on August 26, 2022.
F6	Pursuant to an employment agreement made and entered into effective as of August 26, 2019, on June 3, 2020, the reporting person was granted performance share units. Earned performance share units vested on August 26, 2022 and the number earned (278,788) was based on the weighted-average price of the Company's common stock during the thirty (30) day calendar period ending on the vesting date compared to pre-established price goals as outlined in the employment agreement.