FuelCell Energy (FCEL) Proxy Filing summary

Executive summary

• Annual meeting scheduled for April 2, 2026, to be held virtually for shareholder participation.

• Shareholders are encouraged to review proxy materials online or request copies before voting.

Voting matters and shareholder proposals

• Election of eight directors to serve until the 2027 annual meeting.

• Advisory vote to approve named executive officer compensation.

• Ratification of KPMG LLP as independent registered public accounting firm for fiscal year ending October 31, 2026.

• Approval of amendments and restatements to the 2018 Omnibus Incentive Plan and the 2018 Employee Stock Purchase Plan.

• Provision for other business to be transacted as may properly come before the meeting.

Board of directors and corporate governance

• Eight nominees listed for board election, with board recommending a vote for each.