Statement of Changes in Beneficial Ownership (4)
28 April 2020 - 10:03PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
FiveT Capital Holding AG |
2. Issuer Name and Ticker or Trading Symbol
PLUG POWER INC
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PLUG
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O RABER TREUHAND GMBH, CHURERSTRASSE 98 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/22/2020 |
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(Street)
PFAFFIKON, V8 8808
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 4/22/2020 | | S | | 398950 | D | $4.3267 (1) | 552529 | I | See Footnote (2) |
| Common Stock | 4/23/2020 | | S | | 552529 | D | $4.3475 (3) | 0 | I | See Footnote (2) |
| Common Stock | | | | | | | | 55638 | D (4) | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Explanation of Responses: |
| (1) | On April 22, 2020, Five More Special Situations Fund Ltd. ("Five More Fund") sold 398,950 shares of the Issuer's Common Stock. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.28 to $4.42. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote |
| (2) | The shares are held by Five More Fund. FiveT Capital AG ("FiveT Capital"), a wholly-owned subsidiary of FiveT Capital Holding AG ("FiveT Capital Holding"), provides investment advisory services to FiveMore Fund. Johannes Minho Roth is the Managing Director of FiveT Capital Holding and has equity interests in each of FiveT Capital Holding and FiveMore Fund. Mr. Roth is a member of, and serves as a representative of FiveT Capital Holding, Five More Fund and FiveT Capital on, the Board of Directors of the Issuer. Each of FiveT Capital Holding and FiveT Capital disclaims beneficial ownership of the shares of Common Stock, except to the extent of its respective pecuniary interest therein, if any, and this report shall not be deemed an admission that it is the beneficial owner of any of such shares. |
| (3) | On April 23, 2020, Five More Fund sold 552,529 shares of the Issuer's Common Stock. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.28 to $4.405. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (4) | The shares are held by FiveT Capital Holding. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
FiveT Capital Holding AG
C/O RABER TREUHAND GMBH
CHURERSTRASSE 98
PFAFFIKON, V8 8808 | X |
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Signatures
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| FiveT Capital Holding AG, By: /s/ Johannes Minho Roth, Managing Director | | 4/28/2020 |
| **Signature of Reporting Person | Date |
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