Amended Statement of Ownership (sc 13g/a)
February 22 2021 - 4:32PM
Edgar (US Regulatory)
|
UNITED
STATES
|
|
|
SECURITIES
AND EXCHANGE COMMISSION
|
|
|
Washington,
D.C. 20549
|
|
|
|
|
SCHEDULE 13G/A
Under the
Securities Exchange Act of 1934
(Amendment No. 2)*
FUELCELL
ENERGY, INC.
(Name
of Issuer)
Common
Stock, $0.0001 par value per share
(Title
of Class of Securities)
35952H502
(CUSIP
Number)
December
31, 2020
(Date
of Event Which Requires Filing of this Statement)
Check the appropriate box to designate
the rule pursuant to which this Schedule is filed:
o
|
Rule
13d-1(b)
|
x
|
Rule
13d-1(c)
|
o
|
Rule
13d-1(d)
|
*The remainder of this cover page
shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder
of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of
1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions
of the Act (however, see the Notes).
Explanatory Note
This amendment
is being filed by the reporting person on a voluntary basis to update the reporting person’s beneficial ownership as of
June 13, 2020.
CUSIP
No. 35952H502
|
|
|
1.
|
Names
of Reporting Persons
Lawrence I. Rosen
|
|
|
2.
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
|
|
|
(a)
|
o
|
|
|
(b)
|
o
|
|
|
3.
|
SEC
Use Only
|
|
|
4.
|
Citizenship
or Place of Organization
United States
|
|
|
|
Number
of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
5.
|
Sole
Voting Power
13,009,490
|
|
6.
|
Shared
Voting Power
|
|
7.
|
Sole
Dispositive Power
13,009,490
|
|
8.
|
Shared
Dispositive Power
|
|
|
9.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
13,009,490
|
|
|
10.
|
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o
|
|
|
11.
|
Percent
of Class Represented by Amount in Row (9)
4.04%1
|
|
|
12.
|
Type
of Reporting Person (See Instructions)
IN - Individual
|
|
|
|
|
|
|
1
Based upon 322,412,341 shares of the Issuer’s Common Stock outstanding as of January 15, 2021, as reported
in the Issuer’s Form 10-K filed with the Securities and Exchange Commission on January 21, 2021.
Item
1.
|
|
|
(a)
|
Name
of Issuer
FUELCELL ENERGY, INC.
|
|
(b)
|
Address
of Issuer’s Principal Executive Offices
3 Great Pasture Road
Danbury, Connecticut 06810.
|
|
Item
2.
|
|
|
(a)
|
Name
of Person Filing
Lawrence I. Rosen (“Mr. Rosen”)
|
|
(b)
|
Address
of Principal Business Office or, if none, Residence
The principal business address of Mr. Rosen is 1578 Sussex Turnpike (Bldg. 5), Randolph, NJ 07869.
|
|
(c)
|
Citizenship
United States
|
|
(d)
|
Title
and Class of Securities
Common Stock, $0.0001 par value per share
|
|
(e)
|
CUSIP
Number
35952H502
|
|
Item
3.
|
If
this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
|
|
|
|
(a)
|
o
|
Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o);
|
|
|
|
|
|
(b)
|
o
|
Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
|
|
|
|
|
|
(c)
|
o
|
Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
|
|
|
|
|
|
(d)
|
o
|
Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
|
|
|
|
|
|
(e)
|
o
|
An
investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
|
|
|
|
|
|
(f)
|
o
|
An
employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
|
|
|
|
|
|
(g)
|
o
|
A
parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
|
|
|
|
|
|
(h)
|
o
|
A
savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
|
|
|
|
|
|
(i)
|
o
|
A
church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company
Act of 1940 (15 U.S.C. 80a-3);
|
|
|
|
|
|
(j)
|
o
|
A
non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J);
|
|
|
|
|
|
(k)
|
o
|
Group,
in accordance with § 240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution
in accordance with
§ 240.13d–1(b)(1)(ii)(J),
please specify the type of institution:____________________________
|
Item
4.
|
Ownership
|
|
|
Provide
the following information regarding the aggregate number and percentage of the class of securities of the issuer identified
in Item 1.
|
|
|
(a)
|
Amount
beneficially owned:
13,009,490 shares
|
|
(b)
|
Percent
of class:
4.04%
Based upon 322,412,341 shares of the Issuer’s Common Stock outstanding as of January 15, 2021, as reported
in the Issuer’s Form 10-K filed with the Securities and Exchange Commission on January 21, 2021.
|
|
(c)
|
Number
of shares as to which the person has:
|
|
|
(i)
|
Sole
power to vote or to direct the vote
13,009,490
|
|
|
(ii)
|
Shared
power to vote or to direct the vote
|
|
|
(iii)
|
Sole
power to dispose or to direct the disposition of
13,009,490
|
|
|
(iv)
|
Shared
power to dispose or to direct the disposition of
|
|
Item
5.
|
Ownership
of Five Percent or Less of a Class
|
|
|
If
this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check the following x.
|
|
Item
6.
|
Ownership
of More than Five Percent on Behalf of Another Person
|
|
Not applicable.
|
|
Item
7.
|
Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control
Person
|
|
Not applicable.
|
|
Item
8.
|
Identification
and Classification of Members of the Group
|
|
|
Not applicable.
|
|
Item
9.
|
Notice
of Dissolution of Group
|
|
|
Not applicable.
|
Item
10.
|
Certification
|
|
|
By
signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and
are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities
and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect,
other than activities solely in connection with a nomination under § 240.14a-11.
|
Signature
After reasonable inquiry and to the
best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
|
February
22, 2021
|
|
Date
|
|
|
|
/s/ Lawrence I. Rosen
|
|
Signature
|
|
|
|
Lawrence I. Rosen
|
|
Name
|
|
ATTENTION
|
|
Intentional
misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).
|
FuelCell Energy (NASDAQ:FCEL)
Historical Stock Chart
From Aug 2024 to Sep 2024
FuelCell Energy (NASDAQ:FCEL)
Historical Stock Chart
From Sep 2023 to Sep 2024