Plug Power Inc. will convene a special meeting of stockholders on January 15 2026 to vote on a charter amendment that would double the company’s authorized common stock from 1.5 billion to 3.0 billion shares. The record date for voting eligibility is December 4 2025, and the amendment also aligns the company’s voting standards with recent Delaware statutory changes, simplifying future charter modifications.
The proposed increase in authorized shares is intended to provide Plug Power with greater flexibility for future capital needs, including upcoming contractual commitments, equity programs, and potential strategic transactions. At the time of the announcement, less than 0.4 % of the company’s authorized shares were available for issuance, underscoring the urgency of expanding the equity capacity. The amendment also addresses Delaware’s new statutory requirements, ensuring that the company’s governance structure remains compliant and efficient.
Plug Power reported its Q3 2025 earnings on November 10 2025, posting an earnings per share of –$0.12, a beat of $0.01 against consensus expectations of –$0.13. Revenue for the quarter was $177.06 million, falling $8.35 million below the $185.41 million forecast. The earnings beat was largely driven by disciplined cost management that offset the revenue shortfall, while the revenue miss reflected weaker demand in the commercial electrolyzer segment and higher fuel delivery costs. The company’s gross margin contracted, reflecting increased equipment and fuel expenses and impairment charges.
In an effort to strengthen its balance sheet, Plug Power recently completed a $375 million convertible senior note offering. Proceeds from the offering are being used to refinance high‑interest debt, eliminate costly borrowings, and simplify the company’s capital structure. Despite these refinancing gains, Plug Power continues to burn cash, with negative margins and declining revenue growth reported in the latest quarter. The company’s free‑cash‑flow outlook remains negative, highlighting ongoing liquidity pressures.
Operationally, Plug Power has achieved record hydrogen production at its Georgia plant and advanced its electrolyzer development pipeline. The company is also expanding deployments in the data‑center market, a new growth avenue. However, margin compression persists, driven by higher raw‑material costs and the need for significant capital investment in new technology. Management acknowledges these headwinds while emphasizing the strategic importance of the share‑authorization increase for future growth and flexibility.
CEO Andy Marsh stated that the charter amendment is “essential to ensuring Plug has the resources and flexibility needed to execute on our strategy, meet contractual obligations, reward talent, and advance the hydrogen economy.” The announcement generated a modest positive reaction from investors, but overall sentiment remains cautious due to the company’s continued cash burn, potential dilution, and the need for sustained revenue growth to achieve profitability.
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