8-K
Plug Power Inc (PLUG)
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UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) ofthe Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported): November 10, 2025
Plug Power Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 1-34392 | 22-3672377 |
|---|---|---|
| (State<br> or other jurisdiction | (Commission<br> File | (IRS<br> Employer |
| of<br> incorporation) | Number) | Identification<br> No.) |
| 125 Vista Boulevard, Slingerlands, New York | 12159 | |
| --- | --- | |
| (Address<br> of principal executive offices) | (Zip<br> Code) |
Registrant’s telephone number, including area code:
(518
)
782-7700
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities<br>Act (17 CFR 230.425) |
|---|---|
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange<br>Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under<br>the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under<br>the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common<br> Stock, par value $0.01 per share | PLUG | The<br> Nasdaq Capital<br> Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 2.02 Results of Operations and Financial Condition.
On November 10, 2025, Plug Power Inc., a Delaware corporation (the “Company”), issued a press release regarding its financial results for the third quarter ended September 30, 2025. A copy of the press release is furnished herewith as Exhibit 99.1. The Company will be hosting a conference call at 4:30 p.m. Eastern Time regarding its financial results for the third quarter ended September 30, 2025. The conference call will be available through the Company's website at www.plugpower.com.
The information in this Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 7.01 Regulation FD Disclosure.
The information contained in Item 2.02 of this Current Report on Form 8-K is incorporated herein by reference.
The information included in this Item 7.01 and Exhibit 99.1 of this Current Report on Form 8-K is not deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall this item or Exhibit 99.1 be incorporated by reference into the Company’s filings under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such future filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| ExhibitNumber | Title |
|---|---|
| 99.1 | Press Release of Plug Power Inc., dated November 10, 2025. |
| 104 | Cover Page Interactive Data File (embedded with the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Plug Power Inc. | ||
|---|---|---|
| Date: November 10, 2025 | By: | /s/ Paul Middleton |
| Name: Paul Middleton | ||
| Title: Chief Financial Officer |
Exhibit 99.1
Plug Power ThirdQuarter 2025 Highlights
$177 Million in Quarterly Revenue
Continued Global Market Expansion and OperationalProgress
SLINGERLANDS, N.Y., November 10, 2025 - Plug Power Inc. (NASDAQ: PLUG), a global leader in comprehensive hydrogen solutions for the hydrogen economy, today announced its financial results and operational milestones for the third quarter ended September 30, 2025.
Third Quarter 2025 Financial Highlights
| · | For<br> the third quarter 2025, revenue was $177 million, driven by continued strength in Plug’s<br> electrolyzer business, volume growth in hydrogen fuel sales and other businesses, and continued<br> pricing enhancements. GenEco electrolyzer revenue totaled ~$65 million for the quarter, a<br> 46% sequential increase over 2^nd^ quarter 2025 and a 13% increase over the prior<br> year third quarter. |
|---|---|
| · | Net<br> cash used in operating activities was ~$90 million, a 49% year-over-year and 53% sequential<br> quarterly improvement. Plug ended the quarter with ~$166 million in unrestricted cash and<br> cash equivalents. Subsequent to the quarter-end, the Company completed a capital raise with<br> gross proceeds of ~$370 million through the exercise of existing investor warrants, reflecting<br> continued investor confidence. With ongoing reductions in cash burn and access to total available<br> capital, the Company is well positioned to support operations and achieve its EBITDAS-positive<br> target in the second half of 2026. |
| --- | --- |
| · | Ongoing<br> execution of Project Quantum Leap initiatives continues to improve margin and cash flow.<br> During the quarter, the Company recorded ~$226 million in charges predominantly associated<br> with non-cash costs for the ongoing Project Quantum Leap strategic platform. These activities<br> prioritize near-term sales and margin growth, streamline investment toward mid-term markets,<br> and address legacy issues aligned with this refined strategic focus. The charges are associated<br> with such items as impairments, restructuring, inventory valuation adjustments, and other<br> costs. |
| --- | --- |
| · | GAAP<br> gross loss was ~($120 million) for Q3 2025. For Q3 2024, GAAP gross loss was ~($100 million) |
| --- | --- |
| · | Adjusted<br> gross loss for the quarter was ~($37 million) which excludes ~$84 million in various charges<br> as addressed above. The improvement in adjusted gross loss represents a combination of ongoing cost of sales<br> and pricing improvements, as evidenced in the reduction in operational cash burn. For Q3<br> 2024, adjusted gross loss for Q3 2024 was ~($86 million). |
| --- | --- |
| · | GAAP<br> basic and diluted net loss per share attributable to Plug Power inc. (“EPS”)<br> in the quarter was ~($0.31) per share. For Q3 2024, GAAP EPS was ~($0.25). |
| --- | --- |
| · | Adjusted<br> EPS for the quarter was ~($0.12) per share which excludes the ~$226 million in charges as<br> referenced above. The improvement in adjusted EPS represents a combination of ongoing improvements in pricing,<br> cost of sales, and operation expenses for the Company, as evidenced in the reduction in operational<br> cash burn. For Q3 2024, adjusted EPS was ~($0.23). |
| --- | --- |
The definitions and reconciliation of Non-GAAP informationand comparable GAAP information are included in the Reconciliation of Non-GAAP Financial Measures table below.
Reaffirming Strategic Focus
Plug continues to prioritize growth in its material handling, electrolyzer, and hydrogen fuel businesses. This disciplined execution strengthens near-term performance and positions the Company to scale into new markets in the future, such as large-scale stationary power and mobility.
As announced in October, Plug named Jose Luis Crespo as incoming Chief Executive Officer, succeeding long-term leader Andy Marsh. This planned transition reflects the Company’s evolution into a globally scaled energy technology business and positions Plug for its next phase of disciplined growth.
“Plug continues to execute, follow through on its commitments, and prove the viability of hydrogen at scale,” said Andy Marsh, CEO of Plug Power. “We’re seeing real adoption, real projects, and real performance, and we’re still only getting started.”
“This was a strong quarter that demonstrates Plug’s global growth and commercial traction,” said Jose Luis Crespo, President and Incoming CEO. “Our revenue performance reflects accelerating customer adoption and sets a solid foundation to meet our year-end goals as we continue driving the hydrogen economy forward.”
Operational and Strategic Highlights for the Quarter
During the quarter, Plug executed its strategic priorities by advancing deployments, expanding customer adoption, and driving operational improvements across its core businesses.
GenEco Electrolyzers
| · | Global<br> Adoption: More than 230 MW of GenEco electrolyzer projects are now being mobilized across<br> Europe, Australia, and North America, reinforcing Plug’s global leadership in deploying<br> industrial-scale hydrogen solutions. Growing adoption in renewable fuels and green ammonia<br> production further validates the Company’s position as a trusted partner in advancing<br> the global hydrogen economy. |
|---|---|
| · | Major<br> Delivery: Delivered the first 10 MW GenEco PEM electrolyzer to Galp Energia’s Sines<br> project in Portugal, the first phase of a planned 100 MW installation. This milestone demonstrates<br> Plug’s execution capability and expanding presence in Europe’s emerging hydrogen<br> market. |
| --- | --- |
| · | Expanding<br> Pipeline: Advanced multiple multi-megawatt projects across Australia, Europe, and the U.S.,<br> representing more than 8 GW of opportunity and underscoring Plug’s proven ability to<br> deliver complex, large-scale hydrogen infrastructure worldwide. |
| --- | --- |
GenDrive Fuel Cells
| · | Customer<br> Momentum: Policy clarity and long-term supply contracts continue to accelerate customer adoption.<br> Multi-year agreements and renewed activity among pedestal material handling and distribution<br> customers highlight the enduring strength of Plug’s core fuel cell business. |
|---|---|
| · | New<br> Deployment: Commissioned GenDrive fuel cells and GenFuel hydrogen solutions with new customer<br> Floor & Decor in Frederickson, Washington. The success at the Frederickson site opens<br> the door to expanded hydrogen infrastructure, Plug’s hydrogen system also offers off-grid<br> capabilities, enhancing energy resilience during power outages and periods of grid instability,<br> while Plug's modular infrastructure is designed to scale easily as Floor & Decor's operations<br> grow. |
| --- | --- |
Hydrogen Fuel Production
| · | Strategic<br> Supply Agreement: Extended a multi-year hydrogen supply contract with a key partner, strengthening<br> Plug’s domestic hydrogen position through 2030. The agreement is expected to enhance<br> supply reliability, lowers cost structure, and support improved cash flows across Plug’s<br> growing applications portfolio. |
|---|---|
| · | Georgia<br> Green Hydrogen Plant: Achieved record production performance in August, 324 metric tons of<br> liquid hydrogen with 97% uptime, 99.7% availability, and 92.8% efficiency, demonstrating<br> exceptional reliability and operational optimization. |
| --- | --- |
| · | Platform<br> Monetization: As disclosed in the press release earlier today, Plug has signed a non-binding<br> Letter of Intent to monetize its electricity rights in New York and one other location and<br> collaborate with a major U.S. data center developer. Plug expects to generate more than $275<br> million in liquidity improvement through a combination of asset monetization, release of<br> restricted cash, and reduced maintenance expenses. In connection with this initiative, Plug<br> will suspend activities related to the Department of Energy loan program and reallocate capital<br> toward higher-return opportunities across its hydrogen network. The Company’s recently<br> executed hydrogen supply agreement with a global industrial gas leader provides competitively<br> priced, long-term hydrogen supply—reducing the near-term need for self-developed hydrogen. |
| --- | --- |
Plug will provide further insight into its strategy, operational execution, and path to profitability during its 7^th^ annual Plug Symposium on November 18. Investors and stakeholders are encouraged to register to stream the event and hear directly from Company leadership and customers. Register for the digital event at https://event.on24.com/wcc/r/5070165/A1DAC0191D73E6E705452AA4D133B5D8.
Earnings Call Details
Management will host a conference call to discuss results and business outlook.
Date: November 10, 2025
Time: 4:30 PM ET
Toll-Free: 877-407-9221 | International: +1 201-689-8597
Direct Webcast: https://event.webcasts.com/starthere.jsp?ei=1739626&tp_key=c156bc1626
A live webcast will be available on the Plug Investor Relations website at www.ir.plugpower.com, and a playback will remain available online following the call.
About Plug
Plug Power is building the global hydrogen economy with a fully integrated ecosystem spanning production, storage, delivery, and power generation. A first mover in the industry, Plug Power provides electrolyzers, liquid hydrogen, fuel cell systems, storage tanks, and fueling infrastructure to industries such as material handling, industrial applications and energy producers—advancing energy independence and decarbonization at scale.
With electrolyzers deployed across five continents, Plug Power leads in hydrogen production, delivering large-scale projects that redefine industrial power. The company has deployed over 72,000 fuel cell systems and 275 fueling stations and is the largest user of liquid hydrogen. Plug Power is rapidly expanding its generation network to ensure a reliable, domestically produced hydrogen supply. With plants operational in Georgia, Tennessee, and Louisiana, Plug Power’s total production capacity is now 40 tons per day.
Plug Power supports global leaders like Walmart, Amazon, Home Depot, BMW, and BP through its talented workforce and state-of-the-art manufacturing facilities around the world.
For more information, visit www.plugpower.com.
Forward-Looking Statements
This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 that involve significant risks and uncertainties about Plug, including but not limited to statements about Project Quantum Leap and the anticipated benefits from the implementation of such initiative; Plug’s expectations regarding its financial profile and market outlook, including expected timing to achieve its EBITDAS-positive target; Plug’s ability to deliver on its business and strategic objectives, including its expectations regarding its near-term performance and ability to scale into new markets; Plug’s expectations regarding its hydrogen production network and its ability to leverage its platform and reduce third-party fuel costs; Plug’s statements regarding the Company’s expectations for liquidity improvement, its plans to monetize assets and reallocate capital toward higher-return opportunities; expectations regarding its future participation in the Department of Energy loan program; and the timing and magnitude of anticipated cost reductions and cash-flow improvements.
You are cautioned that such statements should not be read as a guarantee of future performance or results as such statements are subject to risks and uncertainties. Actual performance or results may differ materially from those expressed in these statements as a result of various factors, including, but not limited to, the following: the anticipated benefits and actual savings and costs resulting from Project Quantum Leap; the non-binding nature of the letter of intent with the project developer; the risk that Plug’s ability to achieve its business objectives and to continue to meet its obligations is dependent upon its ability to maintain a certain level of liquidity, which will depend in part on its ability to manage its cash flows; the risk of suspending activities related to the Department of Energy loan program; the risk that Plug may continue to incur losses and might never achieve or maintain profitability; the risk that Plug may not be successful in its financing initiatives and not have sufficient capital to continue its operations; the risk that Plug may not be able to expand its business or manage its future growth effectively; the risk that global economic uncertainty, including inflationary pressures, fluctuating interest rates, currency fluctuations, increase in tariffs, supply chain disruptions, changes in the hydrogen or energy markets or regulatory developments, may adversely affect Plug’s operating results; the risk that Plug may not be able to obtain from its hydrogen suppliers a sufficient supply of hydrogen at competitive prices or the risk that Plug may not be able to produce hydrogen internally at competitive prices; the risk that delays in or not completing its product and project development goals may adversely affect its revenue and profitability; the risk that its estimated future revenue may not be indicative of actual future revenue or profitability; the risk of elimination, nonrenewal, reduction of, or changes in qualifying criteria for government subsidies and economic incentives for alternative energy products, including Plug’s qualification to utilize the PTC and ITC; the risk that volatility in commodity prices and product shortages may adversely affect Plug’s gross margins and financial results; and the risk that Plug may not be able to manufacture and market products on a profitable and large-scale commercial basis. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to the business of Plug in general, see Plug’s public filings with the Securities and Exchange Commission, including the “Risk Factors” section of Plug’s Annual Report on Form 10-K for the year ended December 31, 2024, Plug’s Quarterly Reports on Form 10-Q for the quarters ended March 31, 2025 and June 30, 2025, as well as any subsequent filings. Readers are cautioned not to place undue reliance on these forward-looking statements. The forward-looking statements are made as of the date hereof and are based on current expectations, estimates, forecasts and projections as well as the beliefs and assumptions of management. Plug disclaims any obligation to update forward-looking statements except as may be required by law.
PlugPower Inc. and Subsidiaries
CondensedConsolidated Balance Sheets
(Inthousands, except share and per share amounts)
(Unaudited)
| December 31, | |||||
|---|---|---|---|---|---|
| 2024 | |||||
| Assets | |||||
| Current assets: | |||||
| Cash and cash equivalents | 165,895 | $ | 205,693 | ||
| Restricted cash | 189,256 | 198,008 | |||
| Accounts receivable, net of allowance of 48,676 as of September 30, 2025 and 37,712 as of December 31, 2024 | 124,028 | 157,244 | |||
| Inventory, net | 555,092 | 682,642 | |||
| Contract assets | 68,956 | 94,052 | |||
| Prepaid expenses, tax credits, and other current assets | 87,660 | 139,845 | |||
| Total current assets | 1,190,887 | 1,477,484 | |||
| Restricted cash | 493,871 | 637,008 | |||
| Property, plant, and equipment, net | 877,347 | 866,329 | |||
| Right of use assets related to finance leases, net | 52,523 | 51,822 | |||
| Right of use assets related to operating leases, net | 191,523 | 218,081 | |||
| Equipment related to power purchase agreements and fuel delivered to customers, net | 132,285 | 144,072 | |||
| Contract assets | 22,410 | 23,963 | |||
| Intangible assets, net | 77,948 | 84,660 | |||
| Investments in non-consolidated entities and non-marketable equity securities | 43,257 | 85,494 | |||
| Other assets | 22,701 | 13,933 | |||
| Total assets | 3,104,752 | $ | 3,602,846 | ||
| Liabilities and Stockholders’ Equity | |||||
| Current liabilities: | |||||
| Accounts payable | 162,223 | $ | 180,966 | ||
| Accrued expenses | 122,360 | 103,145 | |||
| Deferred revenue and other contract liabilities | 88,174 | 144,093 | |||
| Operating lease liabilities | 70,171 | 71,250 | |||
| Finance lease liabilities | 14,677 | 12,802 | |||
| Finance obligations | 78,840 | 83,129 | |||
| Current portion of convertible debt instruments, net | 143,984 | 58,273 | |||
| Current portion of long-term debt (of which 120,610 was measured at fair value as of September 30, 2025 and 0 was measured at fair value as of December 31, 2024) | 121,723 | 946 | |||
| Contingent consideration, loss accrual for service contracts, and other current liabilities (of which 18,706 was measured at fair value as of September 30, 2025 and 28,954 was measured at fair value as of December 31, 2024) | 100,363 | 93,885 | |||
| Total current liabilities | 902,515 | 748,489 | |||
| Deferred revenue and other contract liabilities | 34,092 | 58,532 | |||
| Operating lease liabilities | 209,293 | 242,148 | |||
| Finance lease liabilities | 20,187 | 22,778 | |||
| Finance obligations | 210,206 | 264,318 | |||
| Convertible debt instruments, net (of which 173,150 was measured at fair value as of December 31, 2024) | — | 321,060 | |||
| Long-term debt (of which 120,993 was measured at fair value as of September 30, 2025 and 0 was measured at fair value as of December 31, 2024) | 122,346 | 1,932 | |||
| Contingent consideration, loss accrual for service contracts, and other liabilities (of which 17,853 was measured at fair value as of September 30, 2025 and 31,792 was measured at fair value as of December 31, 2024) | 107,492 | 135,833 | |||
| Total liabilities | 1,606,131 | 1,795,090 | |||
| Stockholders’ equity: | |||||
| Common stock, .01 par value per share; 1,500,000,000 shares authorized; Issued (including shares in treasury): 1,219,328,594 as of September 30, 2025 and 934,126,897 as of December 31, 2024 | 12,194 | 9,342 | |||
| Additional paid-in capital | 8,886,531 | 8,430,537 | |||
| Accumulated other comprehensive income/(loss) | 3,775 | (2,502 | ) | ||
| Accumulated deficit | (7,380,069 | ) | (6,594,445 | ) | |
| Less common stock in treasury: 18,816,602 as of September 30, 2025 and 20,230,043 as of December 31, 2024 | (105,802 | ) | (108,795 | ) | |
| Total Plug Power Inc. stockholders’ equity | 1,416,629 | 1,734,137 | |||
| Non-controlling interest | 81,992 | 73,619 | |||
| Total stockholders’ equity | 1,498,621 | 1,807,756 | |||
| Total liabilities and stockholders’ equity | 3,104,752 | $ | 3,602,846 |
All values are in US Dollars.
Plug Power Inc. and Subsidiaries
Condensed ConsolidatedStatements of Operations
(In thousands, except share and per share amounts)
(Unaudited)
| Three months ended | Nine months ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| September 30, | September 30, | |||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||
| Net revenue: | ||||||||||||
| Sales of equipment, related infrastructure and other | $ | 96,773 | $ | 107,141 | $ | 259,452 | $ | 252,224 | ||||
| Services performed on fuel cell systems and related infrastructure | 19,742 | 14,148 | 52,983 | 40,205 | ||||||||
| Power purchase agreements | 24,604 | 20,459 | 71,447 | 58,437 | ||||||||
| Fuel delivered to customers and related equipment | 35,912 | 29,791 | 99,768 | 77,964 | ||||||||
| Other | 24 | 2,191 | 1,049 | 8,514 | ||||||||
| Net revenue | 177,055 | 173,730 | 484,699 | 437,344 | ||||||||
| Cost of revenue: | ||||||||||||
| Sales of equipment, related infrastructure and other | 171,501 | 149,912 | 363,337 | 414,948 | ||||||||
| Services performed on fuel cell systems and related infrastructure | 20,083 | 9,086 | 44,541 | 35,773 | ||||||||
| (Benefit)/provision for loss contracts related to service | (4,343 | ) | 6,036 | (6,287 | ) | 38,265 | ||||||
| Power purchase agreements | 45,573 | 51,782 | 140,777 | 161,322 | ||||||||
| Fuel delivered to customers and related equipment | 64,392 | 55,538 | 189,382 | 172,428 | ||||||||
| Other | 14 | 1,401 | 440 | 4,963 | ||||||||
| Total cost of revenue | 297,220 | 273,755 | 732,190 | 827,699 | ||||||||
| Gross loss | (120,165 | ) | (100,025 | ) | (247,491 | ) | (390,355 | ) | ||||
| Operating expenses: | ||||||||||||
| Research and development | 16,118 | 19,712 | 45,668 | 63,932 | ||||||||
| Selling, general and administrative | 110,592 | 91,586 | 279,324 | 254,689 | ||||||||
| Restructuring | 5,519 | 514 | 25,637 | 8,154 | ||||||||
| Impairment | 97,524 | 4,185 | 119,187 | 8,406 | ||||||||
| Change in fair value of contingent consideration | (1,129 | ) | 146 | (13,116 | ) | (5,286 | ) | |||||
| Total operating expenses | 228,624 | 116,143 | 456,700 | 329,895 | ||||||||
| Operating loss | (348,789 | ) | (216,168 | ) | (704,191 | ) | (720,250 | ) | ||||
| Interest income | 4,316 | 7,423 | 15,314 | 24,495 | ||||||||
| Interest expense | (16,461 | ) | (9,148 | ) | (43,885 | ) | (29,984 | ) | ||||
| Other income/(expense), net | 3,502 | 15,510 | 8,609 | (566 | ) | |||||||
| Loss on extinguishment of convertible debt instruments and debt | — | — | (9,127 | ) | (14,047 | ) | ||||||
| Change in fair value of convertible debenture | — | — | 1,902 | — | ||||||||
| Change in fair value of debt | (2,719 | ) | — | (6,127 | ) | — | ||||||
| Loss on equity method investments | (3,262 | ) | (8,690 | ) | (51,482 | ) | (29,043 | ) | ||||
| Loss before income taxes | $ | (363,413 | ) | $ | (211,073 | ) | $ | (788,987 | ) | $ | (769,395 | ) |
| Income tax (expense)/benefit | (92 | ) | (95 | ) | (104 | ) | 118 | |||||
| Net loss | $ | (363,505 | ) | $ | (211,168 | ) | $ | (789,091 | ) | $ | (769,277 | ) |
| Net loss attributable to non-controlling interest | (1,636 | ) | — | (3,467 | ) | — | ||||||
| Net loss attributable to Plug Power Inc. | $ | (361,869 | ) | $ | (211,168 | ) | $ | (785,624 | ) | $ | (769,277 | ) |
| Net loss per share attributable to Plug Power Inc.: | ||||||||||||
| Basic and diluted | $ | (0.31 | ) | $ | (0.25 | ) | $ | (0.73 | ) | $ | (1.03 | ) |
| Weighted average number of common stock outstanding | 1,158,516,229 | 858,442,951 | 1,077,749,797 | 745,827,431 |
PlugPower Inc. and Subsidiaries
CondensedConsolidated Statements of Cash Flows
(Inthousands)
(Unaudited)
| Nine months ended | ||||||
|---|---|---|---|---|---|---|
| September 30, | ||||||
| 2025 | 2024 | |||||
| Operating activities | ||||||
| Net loss | $ | (789,091 | ) | $ | (769,277 | ) |
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||
| Depreciation of long-lived assets | 33,032 | 51,639 | ||||
| Amortization of intangible assets | 6,019 | 14,194 | ||||
| Lower of cost or net realizable value inventory adjustments, provision for excess and obsolete inventory and other adjustments | 99,626 | 67,768 | ||||
| Stock-based compensation | 36,404 | 64,120 | ||||
| Loss on extinguishment of convertible debt instruments and debt | 9,127 | 14,047 | ||||
| Provision/(recoveries) for losses on accounts receivable | 17,964 | (1,458 | ) | |||
| Amortization of discount/(premium) of debt issuance costs on convertible debt instruments and long-term debt | 377 | (1,731 | ) | |||
| Provision for common stock warrants | 29,465 | 16,294 | ||||
| Deferred income tax benefit | — | (118 | ) | |||
| Impairment | 119,187 | 8,406 | ||||
| Recovery on service contracts | (40,101 | ) | (558 | ) | ||
| Loss on sale of long-lived assets | — | 2,519 | ||||
| Change in fair value of contingent consideration | (13,116 | ) | (5,286 | ) | ||
| Right of use asset impairment | 3,936 | — | ||||
| Lease origination costs | — | (3,508 | ) | |||
| Change in fair value of convertible debenture | (1,902 | ) | — | |||
| Change in fair value of debt | 6,127 | — | ||||
| Loss on equity method investments | 51,482 | 29,043 | ||||
| Change in fair value of derivative financial instruments | — | 100 | ||||
| Changes in operating assets and liabilities that provide/(use) cash: | ||||||
| Accounts receivable | 15,870 | 78,047 | ||||
| Inventory | 32,521 | 30,868 | ||||
| Contract assets | (3,946 | ) | (14,849 | ) | ||
| Prepaid expenses and other assets | 31,557 | (42,835 | ) | |||
| Accounts payable, accrued expenses, and other liabilities | 80,650 | (29,183 | ) | |||
| Payments of contingent consideration | (8,341 | ) | (9,216 | ) | ||
| Payments of operating lease liability, net | (17,058 | ) | — | |||
| Deferred revenue and other contract liabilities | (86,981 | ) | (96,428 | ) | ||
| Net cash used in operating activities | (387,192 | ) | (597,402 | ) | ||
| Investing activities | ||||||
| Purchases of property, plant and equipment | (106,774 | ) | (253,148 | ) | ||
| Purchases of equipment related to power purchase agreements and equipment related to fuel delivered to customers | (9,804 | ) | (41,513 | ) | ||
| Proceeds from sale of long-lived assets | — | 500 | ||||
| Cash paid for non-consolidated entities and non-marketable equity securities | (1,130 | ) | (64,368 | ) | ||
| Net cash used in investing activities | (117,708 | ) | (358,529 | ) | ||
| Financing activities | ||||||
| Payments of contingent consideration | (4,264 | ) | (1,841 | ) | ||
| Proceeds from public and private offerings, net of transaction costs | 351,948 | 793,249 | ||||
| Payments of tax withholding on behalf of employees for net stock settlement of stock-based compensation | (705 | ) | (1,677 | ) | ||
| Contributions by non-controlling interest | 1,525 | — | ||||
| Proceeds from exercise of stock options | 11 | 96 | ||||
| Principal payments on convertible debentures | (185,962 | ) | — | |||
| Premium on principal of convertible debenture settled in cash | (3,832 | ) | — | |||
| Proceeds from debt issuance | 249,375 | — | ||||
| Principal payments on long-term debt | (11,399 | ) | (726 | ) | ||
| Cash paid for closing fees related to DOE loan guarantee | (13,666 | ) | — | |||
| Proceeds from finance obligations | — | 54,416 | ||||
| Principal repayments of finance obligations and finance leases | (69,947 | ) | (64,342 | ) | ||
| Net cash provided by financing activities | 313,084 | 779,175 | ||||
| Effect of exchange rate changes on cash | 129 | 7,807 | ||||
| Decrease in cash and cash equivalents | (39,798 | ) | (41,093 | ) | ||
| Decrease in restricted cash | (151,889 | ) | (127,856 | ) | ||
| Cash, cash equivalents, and restricted cash beginning of period | 1,040,709 | 1,169,144 | ||||
| Cash, cash equivalents, and restricted cash end of period | $ | 849,022 | $ | 1,000,195 |
Plug Power Inc. and Subsidiaries
Reconciliation of Non-GAAP Financial Measures
(In thousands, except per share amounts)
(Unaudited)
| For the three months ended<br><br>September 30, | ||||||
|---|---|---|---|---|---|---|
| Reconciliation of gross loss to adjusted gross loss | 2025 | 2024 | ||||
| Gross loss (GAAP) | $ | (120,165 | ) | $ | (100,025 | ) |
| Adjustments: | ||||||
| Lower of cost or net realizable value inventory adjustments, and provision for excess and obsolete inventory | 72,106 | 12,739 | ||||
| Product warranty expense | 11,549 | 1,775 | ||||
| Adjusted gross loss (non-GAAP) | $ | (36,510 | ) | $ | (85,511 | ) |
| For the three months ended<br> September 30, | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| Reconciliation of basic and diluted net loss per share attributable to Plug Power Inc. (GAAP) to adjusted basic and diluted net loss per share attributable to Plug Power Inc. (Non-GAAP): | 2025 | 2024 | ||||
| Basic and diluted net loss per share attributable to Plug Power Inc (GAAP): | $ | (0.31 | ) | $ | (0.25 | ) |
| Adjustments, net of estimated tax effect: | ||||||
| Impairment | 0.08 | — | ||||
| Restructuring | 0.01 | — | ||||
| Supplier contract modification | 0.02 | — | ||||
| Bad debt | 0.01 | — | ||||
| Lower of cost or net realizable value inventory adjustments, and provision for excess and obsolete inventory | 0.06 | 0.02 | ||||
| Product warranty expense | 0.01 | — | ||||
| Adjusted basic and diluted net loss per share attributable to Plug Power Inc. (Non-GAAP) | $ | (0.12 | ) | $ | (0.23 | ) |
Explanatory Notes on Use of Non-GAAP Measures
To supplement the Company’s unaudited financial data presented on a generally accepted accounting principles (GAAP) basis, management has used adjusted gross loss and adjusted basic and diluted net loss per share attributable to Plug Power Inc., which are non-GAAP performance-based measures. These non-GAAP measures are among the indicators management uses as a basis for evaluating the Company’s financial performance as well as for forecasting future periods. Management establishes performance targets, annual budgets and makes operating decisions based in part upon these metrics. Accordingly, disclosure of these non-GAAP measures provides investors with the same information that management uses to understand the Company’s economic performance year over year. In addition, the Company believes these non-GAAP financial measures improve understanding of comparable information from past reports of financial results.
Adjusted gross loss and adjusted basic and diluted net loss per share attributable to Plug Power Inc. should not be considered as an alternative to net income or any other performance measure derived in accordance with GAAP, or as an alternative to cash flows from operating activities as a measure of our liquidity. Adjusted gross loss is defined as gross loss adjusted for lower of cost or net realizable value inventory adjustments, provision for excess and obsolete inventory, and product warranty expense. Adjusted basic and diluted net loss per share attributable to Plug Power Inc. is defined as the basic and diluted attributable to Plug Power Inc. adjusted for impairment, restructuring, supplier contract modification, bad debt, product warranty expense, and lower of cost or net realizable value inventory adjustments, and provision for excess and obsolete inventory, net of the estimated tax effect of these adjustments and any anticipated tax valuation adjustments. The adjustments made to the basic and diluted earnings per share have no income tax effect in light of the Company’s full valuation allowance recorded on their deferred tax assets. While management believes that the non-GAAP financial measures provide useful supplemental information to investors, there are limitations associated with the use of these measures. The measures are not prepared in accordance with GAAP and may not be directly comparable to similarly titled measures of other companies due to potential differences in the exact method of calculation. The Company’s non-GAAP financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP financial measures and should be read only in conjunction with the Company’s consolidated financial statements prepared in accordance with GAAP.
In addition, the Company’s EBITDAS-positive target for the second half of 2026 is a forward-looking non-GAAP financial measure that cannot be reconciled to the most directly comparable GAAP measure, net income (loss), without unreasonable effort. The Company defines EBITDAS as earnings before interest, income tax, depreciation, amortization and share-based expense. This is because the Company is not able to forecast with reasonable accuracy certain items required for such reconciliation, including changes in fair value of derivatives, interest expense associated with financial arrangements, income taxes, and other non-cash or infrequent charges. These items are inherently uncertain, depends on future events outside of management’s control, and could materially affect the Company’s GAAP results. The Company provides this target to give investors insight into the direction of its operational objectives rather than as a prediction of GAAP earnings.