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FUELCELL ENERGY INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and FUELCELL ENERGY INC.’s Form 8-K, filed April 5, 2024 (Item 5.07 on EDGAR). Page generated October 13, 2026.

12Reported items
208Asset managers
1,743Fund votes
April 4, 2024Main meeting date

Results at a glance

Meeting of April 4, 2024: 7 items on FUELCELL ENERGY INC.’s Form 8-K, filed April 5, 2024: 7 without a stated outcome.

Material dissent

Elect Director: James H. England 77% of votes cast Outcome not stated Director under 80%
Elect Director: Donna Sims Wilson 79% of votes cast Outcome not stated Director under 80%

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided · This season’s results screens

Proxy season: 2023-2024 2024-2025 2025-2026

Explore FUELCELL ENERGY INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by FUELCELL ENERGY INC.

These tallies are FUELCELL ENERGY INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed April 5, 2024 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

FUELCELL ENERGY INC. — official shareholder meeting results, meeting held April 4, 2024
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: James H. England	89,481,033	26,345,593	1,230,015	--	96,928,563	77%	Not verified	—
Elect Director: Jason Few	103,354,323	12,463,442	1,238,876	--	96,928,563	89%	Not verified	—
Elect Director: Matthew F. Hilzinger	108,297,299	7,319,796	1,439,546	--	96,928,563	94%	Not verified	—
Elect Director: Natica von Althann	105,943,879	9,703,890	1,408,872	--	96,928,563	92%	Not verified	—
Elect Director: Cynthia Hansen	110,470,835	5,258,559	1,327,247	--	96,928,563	95%	Not verified	—
Elect Director: Donna Sims Wilson	91,526,953	24,167,974	1,361,714	--	96,928,563	79%	Not verified	—
Elect Director: Betsy Bingham	108,264,957	7,432,559	1,359,125	--	96,928,563	94%	Not verified	—

Source: FUELCELL ENERGY INC., Form 8-K, filed with the SEC on April 5, 2024 — read the filing on EDGAR.

How asset managers voted at the FUELCELL ENERGY INC. 2023-2024 meetings

Each item below shows how the 208 asset managers that disclosed a FUELCELL ENERGY INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of FUELCELL ENERGY INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Elect Director: Betsy Bingham

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Meeting held April 4, 2024.

Combines 3 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%

FOR: 108,264,957AGAINST: 7,432,559

Details: description as filed, official tally, votes by 47 asset managers

Description as filed by funds: To elect seven directors to serve until the 2025 Annual Meeting of Stockholders and until their successors are duly elected and qualified: Betsy Bingham

FUELCELL ENERGY INC.’s own tally for this item (“Elect Director: Betsy Bingham”): 108,264,957 for, 7,432,559 against, per its Form 8-K filed April 5, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 47 asset managers below reported 36,209,450 for, 244,337 against, 17,207 abstained.

FOR

FOR: 36,209,450AGAINST: 244,337ABSTAIN: 17,207

Largest asset managers voting on “To elect seven directors to serve until the 2025 Annual Meeting of Stockholders and until their successors are” at FUELCELL ENERGY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	13,616,539	0	For
Invesco	5,138,682	0	For
State Street	4,859,442	0	For
BlackRock	3,146,803	0	For
Charles Schwab	2,949,639	0	For
Global X	1,506,632	0	For
Nushares ETF Trust	540,371	0	For
Equitable	533,687	0	For
QUANTITATIVE MASTER SERIES LLC	496,086	0	For
Lincoln Financial	382,268	0	For
AllianceBernstein	380,709	0	For
Direxion Shares ETF Trust	308,858	0	For
Bridge Builder Trust	305,885	0	For
Fidelity	290,144	0	For
Amplify ETF Trust	0	244,337	Against
AIG/SunAmerica	226,162	0	For
First Trust	205,186	0	For
Northern Trust	197,424	0	For
Pacific Life	188,638	0	For
Voya	176,331	0	For
T. Rowe Price	149,346	0	For
Brighthouse	118,741	0	For
John Hancock	101,990	0	For
Jackson National	75,738	0	For
DWS	69,215	0	For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

2. Elect Director: Cynthia Hansen

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Meeting held April 4, 2024.

Combines 3 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%

FOR: 110,470,835AGAINST: 5,258,559

Details: description as filed, official tally, votes by 47 asset managers

Description as filed by funds: To elect seven directors to serve until the 2025 Annual Meeting of Stockholders and until their successors are duly elected and qualified: Cynthia Hansen

FUELCELL ENERGY INC.’s own tally for this item (“Elect Director: Cynthia Hansen”): 110,470,835 for, 5,258,559 against, per its Form 8-K filed April 5, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 47 asset managers below reported 36,453,787 for, 17,207 abstained.

FOR

FOR: 36,453,787ABSTAIN: 17,207

Largest asset managers voting on “To elect seven directors to serve until the 2025 Annual Meeting of Stockholders and until their successors are” at FUELCELL ENERGY INC., 2023-2024
Asset manager	For	Vote
Vanguard	13,616,539	For
Invesco	5,138,682	For
State Street	4,859,442	For
BlackRock	3,146,803	For
Charles Schwab	2,949,639	For
Global X	1,506,632	For
Nushares ETF Trust	540,371	For
Equitable	533,687	For
QUANTITATIVE MASTER SERIES LLC	496,086	For
Lincoln Financial	382,268	For
AllianceBernstein	380,709	For
Direxion Shares ETF Trust	308,858	For
Bridge Builder Trust	305,885	For
Fidelity	290,144	For
Amplify ETF Trust	244,337	For
AIG/SunAmerica	226,162	For
First Trust	205,186	For
Northern Trust	197,424	For
Pacific Life	188,638	For
Voya	176,331	For
T. Rowe Price	149,346	For
Brighthouse	118,741	For
John Hancock	101,990	For
Jackson National	75,738	For
DWS	69,215	For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

3. Elect Director: Donna Sims Wilson

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Meeting held April 4, 2024.

Combines 3 wordings of this item as funds reported it.

79% Majority: yes · of votes cast

FOR 79%AGAINST

FOR: 91,526,953AGAINST: 24,167,974

Details: description as filed, official tally, votes by 47 asset managers

Description as filed by funds: To elect seven directors to serve until the 2025 Annual Meeting of Stockholders and until their successors are duly elected and qualified: Donna Sims Wilson

FUELCELL ENERGY INC.’s own tally for this item (“Elect Director: Donna Sims Wilson”): 91,526,953 for, 24,167,974 against, per its Form 8-K filed April 5, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 79% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 47 asset managers below reported 36,209,450 for, 244,337 against, 17,207 abstained.

FOR

FOR: 36,209,450AGAINST: 244,337ABSTAIN: 17,207

Largest asset managers voting on “To elect seven directors to serve until the 2025 Annual Meeting of Stockholders and until their successors are” at FUELCELL ENERGY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	13,616,539	0	For
Invesco	5,138,682	0	For
State Street	4,859,442	0	For
BlackRock	3,146,803	0	For
Charles Schwab	2,949,639	0	For
Global X	1,506,632	0	For
Nushares ETF Trust	540,371	0	For
Equitable	533,687	0	For
QUANTITATIVE MASTER SERIES LLC	496,086	0	For
Lincoln Financial	382,268	0	For
AllianceBernstein	380,709	0	For
Direxion Shares ETF Trust	308,858	0	For
Bridge Builder Trust	305,885	0	For
Fidelity	290,144	0	For
Amplify ETF Trust	0	244,337	Against
AIG/SunAmerica	226,162	0	For
First Trust	205,186	0	For
Northern Trust	197,424	0	For
Pacific Life	188,638	0	For
Voya	176,331	0	For
T. Rowe Price	149,346	0	For
Brighthouse	118,741	0	For
John Hancock	101,990	0	For
Jackson National	75,738	0	For
DWS	69,215	0	For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

4. Elect Director: James H. England

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Meeting held April 4, 2024.

Combines 3 wordings of this item as funds reported it.

77% Majority: yes · of votes cast

FOR 77%AGAINST

FOR: 89,481,033AGAINST: 26,345,593

Details: description as filed, official tally, votes by 47 asset managers

Description as filed by funds: To elect seven directors to serve until the 2025 Annual Meeting of Stockholders and until their successors are duly elected and qualified: James H. England

FUELCELL ENERGY INC.’s own tally for this item (“Elect Director: James H. England”): 89,481,033 for, 26,345,593 against, per its Form 8-K filed April 5, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 77% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 47 asset managers below reported 36,093,482 for, 360,305 against, 17,207 abstained.

FOR

FOR: 36,093,482AGAINST: 360,305ABSTAIN: 17,207

Largest asset managers voting on “To elect seven directors to serve until the 2025 Annual Meeting of Stockholders and until their successors are” at FUELCELL ENERGY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	13,616,539	0	For
Invesco	5,138,682	0	For
State Street	4,859,261	181	For
BlackRock	3,146,803	0	For
Charles Schwab	2,949,639	0	For
Global X	1,506,632	0	For
Nushares ETF Trust	540,371	0	For
Equitable	533,687	0	For
QUANTITATIVE MASTER SERIES LLC	496,086	0	For
Lincoln Financial	382,268	0	For
AllianceBernstein	380,709	0	For
Direxion Shares ETF Trust	308,858	0	For
Bridge Builder Trust	190,098	115,787	Mixed
Fidelity	290,144	0	For
Amplify ETF Trust	0	244,337	Against
AIG/SunAmerica	226,162	0	For
First Trust	205,186	0	For
Northern Trust	197,424	0	For
Pacific Life	188,638	0	For
Voya	176,331	0	For
T. Rowe Price	149,346	0	For
Brighthouse	118,741	0	For
John Hancock	101,990	0	For
Jackson National	75,738	0	For
DWS	69,215	0	For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

5. Elect Director: Jason Few

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Meeting held April 4, 2024.

Combines 3 wordings of this item as funds reported it.

89% Majority: yes · of votes cast

FOR 89%

FOR: 103,354,323AGAINST: 12,463,442

Details: description as filed, official tally, votes by 47 asset managers

Description as filed by funds: To elect seven directors to serve until the 2025 Annual Meeting of Stockholders and until their successors are duly elected and qualified: Jason Few

FUELCELL ENERGY INC.’s own tally for this item (“Elect Director: Jason Few”): 103,354,323 for, 12,463,442 against, per its Form 8-K filed April 5, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 89% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 47 asset managers below reported 36,453,787 for, 17,207 abstained.

FOR

FOR: 36,453,787ABSTAIN: 17,207

Largest asset managers voting on “To elect seven directors to serve until the 2025 Annual Meeting of Stockholders and until their successors are” at FUELCELL ENERGY INC., 2023-2024
Asset manager	For	Vote
Vanguard	13,616,539	For
Invesco	5,138,682	For
State Street	4,859,442	For
BlackRock	3,146,803	For
Charles Schwab	2,949,639	For
Global X	1,506,632	For
Nushares ETF Trust	540,371	For
Equitable	533,687	For
QUANTITATIVE MASTER SERIES LLC	496,086	For
Lincoln Financial	382,268	For
AllianceBernstein	380,709	For
Direxion Shares ETF Trust	308,858	For
Bridge Builder Trust	305,885	For
Fidelity	290,144	For
Amplify ETF Trust	244,337	For
AIG/SunAmerica	226,162	For
First Trust	205,186	For
Northern Trust	197,424	For
Pacific Life	188,638	For
Voya	176,331	For
T. Rowe Price	149,346	For
Brighthouse	118,741	For
John Hancock	101,990	For
Jackson National	75,738	For
DWS	69,215	For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

6. Elect Director: Matthew F. Hilzinger

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Meeting held April 4, 2024.

Combines 3 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%

FOR: 108,297,299AGAINST: 7,319,796

Details: description as filed, official tally, votes by 47 asset managers

Description as filed by funds: To elect seven directors to serve until the 2025 Annual Meeting of Stockholders and until their successors are duly elected and qualified: Matthew F. Hilzinger

FUELCELL ENERGY INC.’s own tally for this item (“Elect Director: Matthew F. Hilzinger”): 108,297,299 for, 7,319,796 against, per its Form 8-K filed April 5, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

The 47 asset managers below reported 36,209,450 for, 244,337 against, 17,207 abstained.

FOR

FOR: 36,209,450AGAINST: 244,337ABSTAIN: 17,207

Largest asset managers voting on “To elect seven directors to serve until the 2025 Annual Meeting of Stockholders and until their successors are” at FUELCELL ENERGY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	13,616,539	0	For
Invesco	5,138,682	0	For
State Street	4,859,442	0	For
BlackRock	3,146,803	0	For
Charles Schwab	2,949,639	0	For
Global X	1,506,632	0	For
Nushares ETF Trust	540,371	0	For
Equitable	533,687	0	For
QUANTITATIVE MASTER SERIES LLC	496,086	0	For
Lincoln Financial	382,268	0	For
AllianceBernstein	380,709	0	For
Direxion Shares ETF Trust	308,858	0	For
Bridge Builder Trust	305,885	0	For
Fidelity	290,144	0	For
Amplify ETF Trust	0	244,337	Against
AIG/SunAmerica	226,162	0	For
First Trust	205,186	0	For
Northern Trust	197,424	0	For
Pacific Life	188,638	0	For
Voya	176,331	0	For
T. Rowe Price	149,346	0	For
Brighthouse	118,741	0	For
John Hancock	101,990	0	For
Jackson National	75,738	0	For
DWS	69,215	0	For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

7. Elect Director: Natica von Althann

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Meeting held April 4, 2024.

Combines 3 wordings of this item as funds reported it.

92% Majority: yes · of votes cast

FOR 92%

FOR: 105,943,879AGAINST: 9,703,890

Details: description as filed, official tally, votes by 47 asset managers

Description as filed by funds: To elect seven directors to serve until the 2025 Annual Meeting of Stockholders and until their successors are duly elected and qualified: Natica von Althann

FUELCELL ENERGY INC.’s own tally for this item (“Elect Director: Natica von Althann”): 105,943,879 for, 9,703,890 against, per its Form 8-K filed April 5, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 92% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 47 asset managers below reported 34,947,156 for, 1,506,631 against, 17,207 abstained.

FOR

FOR: 34,947,156AGAINST: 1,506,631ABSTAIN: 17,207

Largest asset managers voting on “To elect seven directors to serve until the 2025 Annual Meeting of Stockholders and until their successors are” at FUELCELL ENERGY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	13,616,539	0	For
Invesco	5,138,682	0	For
State Street	4,859,442	0	For
BlackRock	3,146,803	0	For
Charles Schwab	2,949,639	0	For
Global X	1	1,506,631	Against
Nushares ETF Trust	540,371	0	For
Equitable	533,687	0	For
QUANTITATIVE MASTER SERIES LLC	496,086	0	For
Lincoln Financial	382,268	0	For
AllianceBernstein	380,709	0	For
Direxion Shares ETF Trust	308,858	0	For
Bridge Builder Trust	305,885	0	For
Fidelity	290,144	0	For
Amplify ETF Trust	244,337	0	For
AIG/SunAmerica	226,162	0	For
First Trust	205,186	0	For
Northern Trust	197,424	0	For
Pacific Life	188,638	0	For
Voya	176,331	0	For
T. Rowe Price	149,346	0	For
Brighthouse	118,741	0	For
John Hancock	101,990	0	For
Jackson National	75,738	0	For
DWS	69,215	0	For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

8. To approve the amendment of the FuelCell Energy, Inc. Certificate of Incorporation, as amended, to increase the number…

No official resultsCAPITAL STRUCTURE

Meeting held October 10, 2023; no official results are on file for this meeting.

Combines 4 wordings of this item as funds reported it.

100% of fund votes cast · no official result

FOR

Details: description as filed, votes by 51 asset managers

Description as filed by funds: To approve the amendment of the FuelCell Energy, Inc. Certificate of Incorporation, as amended, to increase the number of authorized shares of common stock of FuelCell Energy, Inc. from 500,000,000 shares to 1,000,000,000 shares.

The 51 asset managers below reported 63,469,132 for, 300 abstained. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

FOR: 63,469,132ABSTAIN: 300

Largest asset managers voting on “To approve the amendment of the FuelCell Energy, Inc. Certificate of Incorporation, as amended, to increase th” at FUELCELL ENERGY INC., 2023-2024
Asset manager	For	Vote
Vanguard	36,921,457	For
BlackRock	19,557,091	For
State Street	1,545,618	For
Global X	965,604	For
Invesco	749,940	For
QUANTITATIVE MASTER SERIES LLC	716,303	For
Fidelity	441,790	For
Lincoln Financial	367,968	For
Charles Schwab	348,573	For
AllianceBernstein	228,367	For
Northern Trust	184,873	For
Pacific Life	173,662	For
Bridge Builder Trust	166,972	For
Brighthouse	137,549	For
American Century	127,158	For
First Trust	118,223	For
DWS	108,784	For
Equitable	101,599	For
Amplify ETF Trust	95,088	For
Dimensional	67,073	For
AIG/SunAmerica	46,812	For
Principal	45,160	For
Calvert	40,703	For
JPMorgan	34,041	For
VanEck ETF Trust	26,575	For

Showing the 25 largest of 51 asset managers. See all 51 in the interactive database.

9. TO APPROVE ONE OR MORE ADJOURNMENTS OF THE SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE…

No official resultsCORPORATE GOVERNANCE

Meeting held October 10, 2023; no official results are on file for this meeting.

Combines 3 wordings of this item as funds reported it.

97% of fund votes cast · no official result

FOR

Details: description as filed, votes by 51 asset managers

Description as filed by funds: TO APPROVE ONE OR MORE ADJOURNMENTS OF THE SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES IN FAVOR OF PROPOSAL 1.

The 51 asset managers below reported 61,549,827 for, 1,919,305 against, 300 abstained. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

FOR: 61,549,827AGAINST: 1,919,305ABSTAIN: 300

Largest asset managers voting on “TO APPROVE ONE OR MORE ADJOURNMENTS OF THE SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF THE” at FUELCELL ENERGY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	36,921,457	0	For
BlackRock	19,557,091	0	For
State Street	0	1,545,618	Against
Global X	965,604	0	For
Invesco	749,940	0	For
QUANTITATIVE MASTER SERIES LLC	716,303	0	For
Fidelity	441,790	0	For
Lincoln Financial	28,268	339,700	Mixed
Charles Schwab	348,573	0	For
AllianceBernstein	228,367	0	For
Northern Trust	184,873	0	For
Pacific Life	173,662	0	For
Bridge Builder Trust	166,972	0	For
Brighthouse	137,549	0	For
American Century	127,158	0	For
First Trust	118,223	0	For
DWS	108,784	0	For
Equitable	101,599	0	For
Amplify ETF Trust	95,088	0	For
Dimensional	67,073	0	For
AIG/SunAmerica	46,812	0	For
Principal	45,160	0	For
Calvert	40,703	0	For
JPMorgan	34,041	0	For
VanEck ETF Trust	26,575	0	For

Showing the 25 largest of 51 asset managers. See all 51 in the interactive database.

10. To approve the amendment and restatement of the FuelCell Energy, Inc. Third Amended and Restated 2018 Omnibus Incentive…

No official matchCOMPENSATION

Meeting held April 4, 2024.

Combines 4 wordings of this item as funds reported it.

99.0% of fund votes cast · no official result

FOR

Details: description as filed, votes by 47 asset managers

Description as filed by funds: To approve the amendment and restatement of the FuelCell Energy, Inc. Third Amended and Restated 2018 Omnibus Incentive Plan

The 47 asset managers below reported 36,093,182 for, 360,305 against, 17,507 abstained. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

FOR: 36,093,182AGAINST: 360,305ABSTAIN: 17,507

Largest asset managers voting on “To approve the amendment and restatement of the FuelCell Energy, Inc. Third Amended and Restated 2018 Omnibus ” at FUELCELL ENERGY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	13,616,539	0	For
Invesco	5,138,682	0	For
State Street	4,859,261	181	For
BlackRock	3,146,803	0	For
Charles Schwab	2,949,639	0	For
Global X	1,506,632	0	For
Nushares ETF Trust	540,371	0	For
Equitable	533,687	0	For
QUANTITATIVE MASTER SERIES LLC	496,086	0	For
Lincoln Financial	382,268	0	For
AllianceBernstein	380,709	0	For
Direxion Shares ETF Trust	308,858	0	For
Bridge Builder Trust	190,098	115,787	Mixed
Fidelity	290,144	0	For
Amplify ETF Trust	0	244,337	Against
AIG/SunAmerica	226,162	0	For
First Trust	205,186	0	For
Northern Trust	197,424	0	For
Pacific Life	188,638	0	For
Voya	176,331	0	For
T. Rowe Price	149,346	0	For
Brighthouse	118,741	0	For
John Hancock	101,990	0	For
Jackson National	75,738	0	For
DWS	69,215	0	For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

11. To approve, on a non-binding advisory basis, the compensation of FuelCell Energy, Inc.'s named executive officers as…

No official match Fund totals may overlapSECTION 14A SAY-ON-PAY VOTES

Meeting held April 4, 2024.

Combines 13 wordings of this item as funds reported it.

29% Fund and manager reports combined; may count the same shares twice · no official result

FORAGAINST

Details: description as filed, votes by 202 asset managers

Description as filed by funds: To approve, on a non-binding advisory basis, the compensation of FuelCell Energy, Inc.'s named executive officers as set forth in the "Executive Compensation" section of the Proxy Statement

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Fund voting reports: 45 asset managers voting on “To approve, on a non-binding advisory basis, the compensation of FuelCell Energy, Inc.'s named executive offic” at FUELCELL ENERGY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	13,616,539	0	For
Invesco	0	5,138,682	Against
State Street	1,614	4,857,828	Against
BlackRock	3,146,803	0	For
Charles Schwab	0	2,949,639	Against
Global X	1,506,632	0	For
Nushares ETF Trust	0	540,371	Against
Equitable	74,607	459,080	Mixed
QUANTITATIVE MASTER SERIES LLC	496,086	0	For
Lincoln Financial	0	382,268	Against
AllianceBernstein	0	380,709	Against
Direxion Shares ETF Trust	0	308,858	Against
Bridge Builder Trust	190,098	115,787	Mixed
Fidelity	290,144	0	For
Amplify ETF Trust	244,337	0	For
AIG/SunAmerica	0	226,162	Against
First Trust	0	205,186	Against
Northern Trust	197,424	0	For
Pacific Life	188,638	0	For
Voya	0	176,331	Against
T. Rowe Price	0	149,346	Against
Brighthouse	0	118,741	Against
John Hancock	0	101,990	Against
Jackson National	0	75,738	Against
DWS	0	69,215	Against

Fund voting reports, all 45 managers: 19,970,645 for, 16,481,525 against, 17,207 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 169 asset managers voting on “To approve, on a non-binding advisory basis, the compensation of FuelCell Energy, Inc.'s named executive offic” at FUELCELL ENERGY INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Legal & General Investment Management Ltd	0	16,734,089	0	Against
State Street	1,614	10,285,793	0	Against
Invesco	0	5,332,684	0	Against
BlackRock	3,009,383	280,818	0	Mixed
Charles Schwab	0	2,949,639	0	Against
BNP Paribas Asset Management Holding S.A.	0	1,545,938	0	Against
PACIFIC INVESTMENT MANAGEMENT CO LLC	0	1,488,300	0	Against
Amundi	0	1,459,703	0	Against
MELLON INVESTMENTS Corp	1,212,693	0	0	For
HEALTHCARE OF ONTARIO PENSION PLAN TRUST FUND	0	1,009,046	0	Against
Mitsubishi UFJ Asset Management Co., Ltd.	0	871,085	0	Against
AllianceBernstein	0	868,422	0	Against
DE Shaw	0	710,110	0	Against
RBC Dominion Securities Inc.	0	612,111	0	Against
UBS	0	585,890	0	Against
Nuveen	0	571,263	0	Against
Northern Trust	540,955	191	0	For
Goldman Sachs	0	486,239	0	Against
Dimensional	0	443,510	0	Against
Vanguard	418,470	0	0	For
T. Rowe Price	0	337,632	0	Against
Rafferty Asset Management, LLC	0	308,858	0	Against
Rhumbline	0	265,396	0	Against
DEERFIELD MANAGEMENT COMPANY, L.P. (SERIES C)	0	0	265,052	Abstain
Citadel	254,266	0	0	For

Institutional-manager reports, all 169 managers: 6,469,371 for, 48,567,173 against, 265,402 abstained, 0 not voted. Showing the 25 largest; see all in the interactive database.

12. To ratify the selection of KPMG LLP as FuelCell Energy, Inc.'s independent registered public accounting firm for the…

No official matchAUDIT-RELATED

Meeting held April 4, 2024.

Combines 4 wordings of this item as funds reported it.

95% of fund votes cast · no official result

FOR

Details: description as filed, votes by 47 asset managers

Description as filed by funds: To ratify the selection of KPMG LLP as FuelCell Energy, Inc.'s independent registered public accounting firm for the fiscal year ending October 31, 2024

The 47 asset managers below reported 34,702,638 for, 1,751,149 against, 17,207 abstained. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

FOR: 34,702,638AGAINST: 1,751,149ABSTAIN: 17,207

Largest asset managers voting on “To ratify the selection of KPMG LLP as FuelCell Energy, Inc.'s independent registered public accounting firm f” at FUELCELL ENERGY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	13,616,539	0	For
Invesco	5,138,682	0	For
State Street	4,859,261	181	For
BlackRock	3,146,803	0	For
Charles Schwab	2,949,639	0	For
Global X	1	1,506,631	Against
Nushares ETF Trust	540,371	0	For
Equitable	533,687	0	For
QUANTITATIVE MASTER SERIES LLC	496,086	0	For
Lincoln Financial	382,268	0	For
AllianceBernstein	380,709	0	For
Direxion Shares ETF Trust	308,858	0	For
Bridge Builder Trust	305,885	0	For
Fidelity	290,144	0	For
Amplify ETF Trust	0	244,337	Against
AIG/SunAmerica	226,162	0	For
First Trust	205,186	0	For
Northern Trust	197,424	0	For
Pacific Life	188,638	0	For
Voya	176,331	0	For
T. Rowe Price	149,346	0	For
Brighthouse	118,741	0	For
John Hancock	101,990	0	For
Jackson National	75,738	0	For
DWS	69,215	0	For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

Largest FUELCELL ENERGY INC. shareholders voting in 2023-2024

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 451,862,054 shares outstanding at the time of that meeting.

Fund voting reports: top FUELCELL ENERGY INC. shareholders by shares voted on “TO APPROVE ONE OR MORE ADJOURNMENTS OF THE SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL…”, 2023-2024
#	Asset manager	% of shares outstanding
1	Vanguard	8.17%
2	BlackRock	4.33%
3	State Street	0.34%
4	Global X	0.21%
5	Invesco	0.17%
6	QUANTITATIVE MASTER SERIES LLC	0.16%
7	Fidelity	0.10%
8	Lincoln Financial	0.08%
9	Charles Schwab	0.08%
10	AllianceBernstein	0.05%

Institutional-manager reports: top FUELCELL ENERGY INC. shareholders by shares voted on “To approve, on a non-binding advisory basis, the compensation of FuelCell Energy, Inc.'s named…”, 2023-2024
#	Asset manager	% of shares outstanding
1	Legal & General Investment Management Ltd	3.70%
2	State Street	2.28%
3	Invesco	1.18%
4	BlackRock	0.73%
5	Charles Schwab	0.65%
6	BNP Paribas Asset Management Holding S.A.	0.34%
7	PACIFIC INVESTMENT MANAGEMENT CO LLC	0.33%
8	Amundi	0.32%
9	MELLON INVESTMENTS Corp	0.27%
10	HEALTHCARE OF ONTARIO PENSION PLAN TRUST FUND	0.22%

Reported FUELCELL ENERGY INC. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

FUELCELL ENERGY INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder	% outstanding	Disclosure
The Vanguard Group	9.42%	13G
BlackRock, Inc.	7.75%	DEF14A
State Street	3.67%	13F
Geode Capital	2.26%	13F
Invesco	1.41%	13F
Northern Trust	0.96%	13F
Norges Bank	0.76%	13F
Charles Schwab	0.75%	13F
Citadel Advisors	0.45%	13F
Nuveen	0.44%	13F

Percentages above are of 451,862,054 shares outstanding, as reported by FUELCELL ENERGY INC. on its Form 10-Q dated January 31, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from FUELCELL ENERGY INC.’s 10-Q dated January 31, 2024. This page is a static snapshot rebuilt weekly on October 13, 2026; a live search always shows the current data.

At FUELCELL ENERGY INC.'s 2 shareholder meetings in the 2023-2024 proxy season (held October 10, 2023 and April 4, 2024), 208 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,743 separate fund positions. Their filings are grouped here into 12 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. FUELCELL ENERGY INC.'s own Form 8-K tally for this meeting is published below, but no row in it could be matched to the most widely held item, so this page states no certified outcome for that item. On that item — To approve, on a non-binding advisory basis, the compensation of FuelCell Energy, Inc.'s named… — the reporting funds and managers cast 29% of the shares they voted in favour (FOR divided by FOR plus AGAINST plus WITHHELD; abstained and unvoted shares are excluded because neither took a side). Fund and manager reports are combined in it and may count the same shares twice: it adds fund reports to institutional-manager reports, which can cover the same shares. It is not the company's certified result.

FUELCELL ENERGY INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.

Download data (CSV): ballot items · votes by manager · column guide.