Plug Power Inc. (PLUG)
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AGM 2026

Jun 11, 2026

Summary

The meeting confirmed the election of four directors, approved incentive plan amendments, and ratified auditors. Strategic focus remains on material handling, electrolyzers, and hydrogen supply, with strong revenue growth and profitability targets set for 2026 and beyond.

Andy Marsh
Chairman of the Board of Directors, Plug Power

Will the Annual Meeting of Shareholders please come to order? It's a pleasure to welcome you to the 2026 Annual Meeting of Stockholders of Plug Power Inc. I'm Andy Marsh, the Chairman of the company's Board of Directors, and will act as a Chairman of the meeting today. This year, we are conducting the annual meeting virtually instead of in person. As with the in-person meeting, stockholders will be asked to vote and ask questions during the meeting. You can view the agenda for today's meeting in the virtual meeting portal in the section titled Meeting Materials, on the right-hand side of your screen. Our meeting materials include our annual report, proxy statements, and rules of conduct for today's meetings have been provided as a virtual handout. Stockholders can submit questions online at any point during the meeting by entering them in the designated field on the web portal.

During the first portion of the meeting, all discussions will be limited to the formal business. Following the formal business, we will have a brief presentation by our Chief Executive Officer and President, Jose Luis Crespo, after which he will respond to questions from stockholders as time permits. Each person will be limited to one question. I would like now to introduce Mr. Jose Luis Crespo. In addition to Jose Luis and myself, we're fortunate to have the service of several other talented individuals as directors who are joining us today virtually. Colin Angle, Mark Bonney, Maureen Helmer, Patrick Joggerst, Gregory Kenausis, George McNamee, and Gary Willis. I'd also like to introduce our Executive Officers who are joining us today, either in person or virtually.

Paul Middleton, our Chief Financial Officer and Chief Accounting Officer, Gerry Conway, our Chief Legal Officer, Dean Fullerton, our Chief Operating Officer, and Benjamin Haycraft, our Chief Strategy Officer and General Manager, EMEA regions. All comments and questions of stockholders and proxy holders should be addressed to the chair. We'll now proceed to the formal business of the meeting. The secretary has informed me that notice of the meeting and proxy materials were sent to all stockholders of record as of April 14th, 2026, the record date. Only record holders of shares of Plug Power common stock as of the close of business on April 14, 2026 are entitled to vote at this meeting.

Pursuant to the company's bylaws, a complete list of stockholders of record as of April 14, 2026, certified by an officer of Broadridge, the company's transfer agent, was available for examination by any stockholder for a period of 10 days, ending on the day before the meeting date, at the company's principal place of business. The company has designated Jonathan [Prisener] to serve as the independent inspector of elections. The inspector of elections has signed the oath of his office, which will be filed with the minutes of the meeting. Immediately prior to calling the meeting to order, I confirmed the following with Mr. [Prisner]. As of the record date, there were 1,394,825,571 shares of common stock. Accordingly, 464,941,858 shares of common stock represented in person or by proxy at the annual meeting constitute a quorum. There are more than that number represented at this meeting.

I therefore declare that a quorum is present. We'll now proceed to transact the business for which the meeting has been called. Let me briefly describe the voting procedures. If you previously turned in your proxy and you do not intend to change your vote, it's not necessary that you complete another proxy or ballot. Your vote will be counted. If you're eligible to vote and have not submitted your proxy, or if you want to change your vote, you may do so by clicking on the voting button on the web portal and following the instructions there. There are four orders of business on the agenda.

The first order of business is the election of four Class III Directors for a three-year term, such term to continue until the Annual Meeting of Stockholders in 2029, and until each Director's successor is duly elected and qualified, or until his earlier resignation or removal. As set forth in the proxy statement, the Board of Directors has nominated Colin Angle, Jose Luis Crespo, Patrick Joggerst, and Gary Willis as Class III Directors of the company. The affirmative vote of a plurality of votes cast is required for the election of any Director nominee. Each stockholder is entitled to vote for or withhold his or her vote from the nominee, and cumulative voting is not permitted.

The second order of business is the approval of amendment to the company's 2021 Stock Option and Incentive Plan as amended to increase the number of shares of company common stock reserved thereunder by 25 million shares from 91.4 million shares to 116.4 million shares. The affirmative vote of a majority of the votes cast is required for approval. Each stockholder is entitled to vote for or against or to abstain from voting on the proposal. The third order of business is the approval of a non-binding advisory resolution regarding the compensation of the company's named Executive Officers as described in the proxy statement. The affirmative vote of a majority of the votes cast is required for approval. Each stockholder is entitled to vote for or against or to abstain from voting on the proposal.

The fourth order of business is the ratification of Deloitte & Touche LLP as the company's 2026 independent auditors. The Board of Directors approved selection of Deloitte & Touche LLP and has asked the stockholders to ratify the selection. Stockholder ratification is not required by the company's bylaws. However, the Board of Directors is submitting this to stockholders for ratification as a matter of good corporate governance. The affirmative vote of majority of votes cast is required for approval. Each stockholder is entitled to vote for or against or abstain from voting on the proposal. We'll now take a moment to answer any questions that have come up with respect to formal business. Being there are no questions, it's now 10:09 A.M. on June 11th, 2026, and the polls for each proposal to be voted on at this annual meeting are open.

It's now 10:10 on June 11th, 2026. The polls for each matter to be voted on at this meeting are now closed. No additional ballots, proxies, or votes and no changes or revocations will be accepted. I will now announce the results of the preliminary tally of the votes cast on the proposals. I have been informed by the Inspector of Elections that a plurality of the votes cast have been voted in favor of the election of Colin Angle, Jose Luis Crespo, Patrick Joggerst, and Gary Willis as Class III Directors. Accordingly, based on preliminary tally of votes cast, Colin Angle, Jose Luis Crespo, Patrick Joggerst, and Gary Willis are elected as Directors for a three-year term to continue until the Annual Meeting of Stockholders in 2029, until each Director's successor is duly elected and qualified, or until his earlier resignation or removal.

I've been also informed by the Inspector of Elections that the requisite number of shares have been voted in favor of the approval of amendment to the company's 2021 Stock Option and Incentive Plan as amended to increase the number of shares of the company common stock reserved thereunder by 25 million shares from 91.4 million shares to 116.4 million shares. The shareholders have voted in favor of the advisory resolution regarding the compensation of the company's named executive officers. Finally, in favor of the ratification of Deloitte & Touche LLP as the company's 2026 independent auditors. Accordingly, based on the preliminary tally of the vote cast, each of proposals two, three, and four is approved.

The final results of voting, including any ballots and proxies recorded during the meeting, will be set forth in the report of the Inspector of Elections and will be included in the minutes of the meeting. The final results will also be included in our report filed with the SEC. Thank you for attending today's meeting. There being no further business to come before this meeting, I hereby declare this meeting adjourned. I thank you for your participation. Now, like most of you, I am excited to hear from Jose Luis Crespo. He will give a brief presentation about the company. During Jose Luis's presentation, he'll make forward-looking statements regarding our business. Such forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such statements.

Applicable risks and uncertainties, including risks related to the company, can be found in our filing with the SEC, including the annual report on Form 10-K for the year ending December 31st, 2025, and the quarterly report on Form 10-Q for the quarter ending March 31st, 2026, as well as any subsequent filings. Off to you, Jose.

Jose Luis Crespo
President and CEO, Plug Power

Thank you very much, Andy. Good morning, everyone, thank you for joining Plug's Annual Shareholder Meeting for 2026, also my first shareholder meeting as President and CEO of the company. It is my pleasure today to give you a brief presentation about Plug's business. Before we begin, as Andy said, please note that today's presentation contains forward-looking statements and is subject to the Safe Harbor provisions shown on the screen. Additional information can be found in our SEC filings. For more than 25 years, Plug has worked to make hydrogen a practical energy solution. Today, hydrogen is becoming increasingly important to energy security, decarbonization, and growing power demand. As I begin my tenure as CEO, my focus is clear: improve execution, strengthen our financial position, and deliver long-term shareholder value.

Over my 12 years at Plug, I've seen the company grow from approximately $30 million in revenue in 2013 to more than $710 million in 2025. We built a strong platform. My priority is converting those investments into stronger financial performance and sustainable value creation. Our strategy is centered on three core businesses, material handling, electrolyzers, and hydrogen supply. They form the foundation of our growth strategy. Our focus is execution, improving margins, deploying capital with discipline, and driving profitable growth. After achieving gross margin positive in Q4 of 2025, our targets remain unchanged. Positive EBITDAs in 2026 Q4, positive operating income in 2027, and full profitability in 2028. Project Quantum Leap was launched in 2024 to streamline our operations, reduce costs, and improve execution. We consolidated facilities, improved pricing discipline, optimized operations, and focused investments on our strongest opportunities.

The results began to emerge in 2025 with positive gross margin in Q4, lower cash usage, and improved margins. 2026 is the first full year benefiting from these actions, this supports our path towards profitability. While profitability remains critical, growth remains equally important and will enable our financial targets. Hydrogen demand continues to be supported by three major trends: energy security, industrial decarbonization, and rising power demand. I was in Europe last week and I met with several government officials, energy security tied with decarbonization was the underlying theme of all my meetings there. These trends continue to strengthen globally, they support our long-term demand for hydrogen solutions. Our strategy is simple, pursue opportunities where we have proven capabilities, strong customer demand, and a clear path to attractive returns.

With that, as I said before, we're concentrating on material handling, which remains one of Plug's strongest businesses. Today, we have more than 74,000 fuel cell systems operating across over 280 customer sites with customers like Amazon, Walmart, Home Depot, BMW as critical customers for Plug. We continue to see opportunities from fleet replacement cycles and customer expansion. Amazon and Walmart are going to grow in 2026, we will see that in our results. Growing interest in hydrogen's ability to reduce pressure on electrical infrastructure. Our electrolyzer business continues to demonstrate both execution, which is very important, and growth. We have deployed more than 320 MW globally, we have an opportunity funnel exceeding $8 billion.

Our current projects, like the projects with Iberdrola and BP in Spain, 25 MW that is going through commissioning today, projects with Galp, 100 MW that is finalizing installation as we speak, and new projects like Carlton Power, 30 MW in the U.K., demonstrate our ability to execute at scale. Our pipeline reflects continued growth in global hydrogen demand. Hydrogen supply remains an important competitive advantage for Plug. Our production networks support customers, validate our technology, and provide valuable operating experience. As utilization improves, these assets that you see on the screen will become increasingly more valuable to our integrated business model. Today, we have our Georgia facility with capacity to produce 15 tons a day. Louisiana can also produce 15 tons a day, and Tennessee with 10 tons per day, for a total of 40 tons per day capacity.

That makes us one of the largest hydrogen producers in North America. With all that, 2025 was an important inflection point. Revenue exceeded $710 million. We grew by 13%. Gross margin turned positive in the fourth quarter. Cash usage declined significantly. These results demonstrate meaningful progress while we continue investing in growth. This momentum continued, and continues, in 2026. Our first quarter revenue increased by 22% year-over-year to $163 million. Margins improved, and we strengthened our financial position. Most importantly, we remain on track to achieve positive EBITDAs in the fourth quarter of 2026. Looking ahead, our priorities remain clear. Expand margins, allocate capital with discipline, and convert our pipeline into profitable growth. We remain focused on material handling, electrolyzers, and hydrogen supply while executing against our profitability objectives. Hydrogen is no longer a future concept for Plug. It's a business operating at scale today.

We have spent more than 25 years building the platform, capabilities, and customer relationships that position us for future growth. Our focus, again, is clear. Execute with discipline, deliver on our commitments, and create long-term shareholder value. I would like to thank all of our employees, our customers, our partners, and stakeholders for your continued support. Thank you. We will now take a moment to answer any questions that have come in respect to this presentation.

Teal Hoyos
VP of Marketing and Communications, Plug Power

Just a moment. There was one question, can we talk about the deployment progress with Galp?

Jose Luis Crespo
President and CEO, Plug Power

Thank you, Teal. Great question. We are in the last steps and phase of finalizing the physical installation of the 10 MW arrays to make 100 MW in the refinery located in Sines, just south of Lisbon, with Galp. I have the chance to talk to the Galp executive team very often, the feedback I'm getting from them is that they are very satisfied as the progress continues. There are a couple of minor delays associated to the construction of the project, from the electrolyzer side, the project is moving along very well. We have all the arrays delivered, the stacks are also ready to deliver. I will also go into, a little bit, the Iberdrola and the BP project, because they are both important, they set a standard for the deployment of electrolyzers in Europe and globally.

Iberdrola, right now, we are a little bit more advanced. We have five 5 MW systems that we install in Castellón in Spain, which is a little bit north of Valencia, the city on the Mediterranean coast in Spain. We are going right now through commissioning. We are beginning to prepare the systems to be powered up in the next couple of weeks. Expect to be in production of hydrogen in early summer. Both projects are moving along really well, they are going to farther demonstrate what we have already been showing in the last few years, that we are the leader on electrolyzer deployments in the world.

Teal Hoyos
VP of Marketing and Communications, Plug Power

We'll pause for questions. Can you talk about the deployments material handling with the ITC coming back?

Jose Luis Crespo
President and CEO, Plug Power

Another very good question. Thank you. Material handling has been a very important business for Plug. As we diversified in 2021- 2022 to other businesses, it's still been a key element for Plug's growth. As everybody knows, ITC was renewed at the beginning of the year. ITC, for those that may not know, provides our customers with an investment tax credit of 30% anytime they buy our solutions for fuel cell applications, specifically in material handling. Because of that, we've seen much more activity in 2026, also with our two main customers, Amazon and Walmart, we have seen an increased demand in 2026. As I mentioned before, what we are projecting right now is that we would see growth in material handling in 2026, mainly driven by the dynamic that I just explained.

We are very excited to see this part of the business grow again and be still a very important part of the business and the future for Plug.

Teal Hoyos
VP of Marketing and Communications, Plug Power

Pause for questions. Jose Luis, how has the war in Iran impacted the electrolyzer funnel?

Jose Luis Crespo
President and CEO, Plug Power

A war is never a good thing to occur. As I mentioned before, I was in Europe the last couple of weeks. Specifically last week, I was able to set some meetings with the Energy Commission in the EU and some other government officials in the EU. The current energy situation and the situation with the Strait of Hormuz has created an energy crunch in the world in general, but in locations like in Europe specifically. The main underlying theme that I heard was energy security, and everybody was with the good understanding that hydrogen can help with energy security. It comes also with decarbonization, which everybody said that's a plus, it's great.

The fact that hydrogen can help with e-fuels, can help in the future with the jet fuel situation that is being felt all over the globe, but specifically also in Europe, means that hydrogen is in the minds of governments and customers and the energy industry as part of the mix to try to solve these energy independence and energy security issues that we see around the world. With that, we believe that electrolyzers will benefit in terms of acceleration of opportunities, but also in terms of amount of opportunities that we will see in the near future.

Teal Hoyos
VP of Marketing and Communications, Plug Power

That's your last question.

Jose Luis Crespo
President and CEO, Plug Power

Okay. Thank you very much, Teal. Thank you, everyone. I really appreciate everybody joining the call today. Well, keep tuned for more.

Operator

Ladies and gentlemen, this concludes today's meeting. You may now disconnect.