PLUG POWER INC — Director's Dealing 2017

Feb 7, 2017

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: PLUG POWER INC (PLUG)
CIK: 0001093691
Period of Report: 2017-01-26

Reporting Person: FiveT Capital Holdings AG (Director)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series C Redeemable Convertible Preferred Stock	$		Common Stock (1858256)		Direct
Series C Redeemable Convertible Preferred Stock	$		Common Stock (923819)		Indirect

Footnotes

F1: The Series C Redeemable Convertible Preferred Stock (the "Series C Preferred Stock") is convertible at any time at the option of the holder into shares of the Issuer's Common Stock at a conversion price per share of $0.2343, subject to certain adjustments. The Series C Preferred Stock has no expiration date.

F2: On January 26, 2017, FiveT Capital Holding AG, a limited liability company existing under the laws of Switzerland ("FiveT Capital Holding"), and Five More Special Situations Fund Limited, a Cayman Islands company ("FiveMore Fund"), purchased 1,750 shares and 870 shares, respectively, of the Series C Preferred Stock for an aggregate purchase price of $3,292,850, or $1,256.81 per share.

F3: These shares are held directly by FiveT Capital Holding.

F4: These shares are held directly by FiveMore Fund. FiveT Capital AG ("FiveT Capital"), a wholly-owned subsidiary of FiveT Capital Holding, provides investment advisory services to FiveMore Fund.

F5: 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 the Board of Directors of the Issuer. Each of FiveT Capital Holding, FiveT Capital and FiveMore Fund disclaims beneficial ownership of the shares of Series C Preferred 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.