Sec Form 3 Filing - Crespo Jose Luis @ PLUG POWER INC - 2021-09-22

FORM 3 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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Crespo Jose Luis 2. Issuer Name and Ticker or Trading Symbol PLUG POWER INC [ PLUG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) GM, MATL Handling, Key Accts (Last) (First) (Middle) C/O PLUG POWER INC.,, 968 ALBANY-SHAKER ROAD 3. Date of Earliest Transaction (MM/DD/YY) 09/22/2021 (Street) LATHAM, NY12110 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 346,610( 1 )( 2 ) D Common Stock 37,781 I 401(k) Plan( 3 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 Stock Option (Right to Buy) $ 1.96 ( 4 ) 08/28/2028 Common Stock 66,668 D Stock Option (Right to Buy) $ 2.23 ( 5 ) 08/19/2029 Common Stock 66,667 D Stock Option (Right to Buy) $ 2.62 ( 6 ) 08/19/2029 Common Stock 66,667 D Stock Option (Right to Buy) $ 13.2 ( 7 ) 09/28/2030 Common Stock 175,000 D Performance Stock Option (Right to Buy) $ 26.92 ( 8 )( 9 ) 09/22/2031 Common Stock 1,300,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Crespo Jose Luis C/O PLUG POWER INC., 968 ALBANY-SHAKER ROAD LATHAM, NY12110 GM, MATL Handling, Key Accts Signatures /s/ Gerard L. Conway, Jr., Attorney-in-Fact 12/28/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The 346,610 shares consist of restricted stock awards made pursuant to Plug Power's 2011 Stock Option and Incentive Plan (the "2011 Plan"). The shares of restricted stock vest in three substantially equal annual installments beginning on the first anniversary of the applicable grant date set forth in footnote (2). Of the 346,610 shares, 163,276 shares have vested and 183,334 shares remain unvested. ( 2 )Includes (A) a restricted stock award on August 28, 2018 in the amount of 200,000 shares, which are fully vested and of which the Reporting Person holds 66,522 shares; (B) a restricted stock award on August 19, 2019 in the amount of 200,000 shares, of which the Reporting Person holds 133,188 shares, of which 66,521 shares have vested with the remaining 66,667 shares of restricted stock scheduled to vest on August 19, 2022; and (C) a restricted stock award on September 28, 2020 in the amount of 175,000 shares, of which the Reporting Person holds 146,900 shares, of which 30,233 shares have vested with the remaining 116,667 shares of restricted stock scheduled to vest in substantially equal annual installments on September 28, 2022 and September 28, 2023. ( 3 )The Reporting Person holds 37,781 shares of common stock in Plug Power Inc.'s 401(k) plan. The information in this report is based on a plan statement as of December 6, 2021. ( 4 )Awarded pursuant to the 2011 Plan. This option is fully vested and exercisable as of the date hereof. ( 5 )Awarded pursuant to the 2011 Plan. This option was originally granted with the right to purchase 100,000 shares. The shares underlying this option vests and becomes exercisable in three equal annual installments beginning August 19, 2020. ( 6 )Awarded pursuant to the 2011 Plan. This option was originally granted with the right to purchase 100,000 shares. The shares underlying this option vests and becomes exercisable in three equal annual installments beginning August 19, 2020. ( 7 )Awarded pursuant to the 2011 Plan. The shares underlying this option vests and becomes exercisable in three equal annual installments beginning September 28, 2021. ( 8 )Awarded pursuant to the Plug Power Inc. 2021 Stock Option and Incentive Plan. Up to one-third (1/3) of the shares underlying the performance stock options will vest and become exercisable on each of the first three anniversaries of the grant date, provided that the daily volume weighted average price of the Issuer's common stock during any 30 consecutive trading day period in the three year performance period following the grant date of the stock options ("VWAP") equals or exceeds certain levels. 25% of the shares underlying the performance stock options will be deemed to have satisfied the performance-based vesting and will be eligible to vest over time if the VWAP equals $35; an additional 25% of the shares underlying the options will be deemed to have satisfied the performance-based vesting and will be eligible to vest over time if the VWAP equals $50; ( 9 )and the remaining 50% of the shares underlying the options will be deemed to have satisfied the performance-based vesting and will be eligible to vest over time if the VWAP equals or exceeds $100. If the VWAP falls between two of the stock price hurdles, an incremental number of shares underlying the options will become exercisable based on linear interpolation in $1 increments. Failure to achieve any of the stock price hurdles applicable to a performance stock option during the three-year performance period will result in applicable options being un-exercisable. The performance-based stock options have a maximum term of seven years from the grant date.

Remarks: Exhibit 24 - Power of Attorney

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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