燃料电池能源 2026年季度报告

☒QUARTERLY REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIESEXCHANGE ACT OF 1934For the quarterly period ended January 31, 2026 OR TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIESEXCHANGE ACT OF 1934For the transition period fromto Commission file number: 1-14204 FUELCELL ENERGY,INC. (Exact name of registrant as specified in its charter) 3 Great Pasture RoadDanbury, Connecticut(Address of principal executive offices) Registrant’s telephone number, including area code: (203)825-6000 Securities registered pursuant to Section12(b)of the Act: Title of each classTrading Symbol(s)Common stock, par value $0.0001 per shareFCEL Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities ExchangeAct of 1934 during the preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2)has been subjectto such filing requirements for the past 90days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant was required tosubmit such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and“emerging growth company” in Rule12b-2 of the Exchange Act. Largeacceleratedfiler☐Non-accelerated filer☐Emerging growth company☐ Smallerreportingcompany If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith any new or revised financial accounting standards provided pursuant to Section13(a)of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).Yes☐No☒Number of shares of common stock, par value $0.0001 per share, outstanding as of March 4, 2026: 52,977,866 FUELCELL ENERGY,INC. FORM10-QTable of Contents PARTI- FINANCIAL INFORMATION Item1.Financial Statements.3Consolidated Balance Sheets as of January 31, 2026 and October31, 2025.3Consolidated Statements of Operations and Comprehensive Loss for the three months endedJanuary 31, 2026 and 2025.4Consolidated Statements of Changes in Equity for the three months ended January 31, 2026and 2025.5Consolidated Statements of Cash Flows for the threemonths ended January 31, 2026 and2025.6Notesto Consolidated Financial Statements.7Item2.Management’s Discussion and Analysis of Financial Condition and Results of Operations.21Item3.Quantitative and Qualitative Disclosures about Market Risk.47Item4.Controls and Procedures.48PARTII-OTHER INFORMATIONItem1.Legal Proceedings.49Item1A.Risk Factors.49Item2.Unregistered Sales of Equity Securities and Use of Proceeds.50Item3.Defaults Upon Senior Securities.50Item4.Mine Safety Disclosures.50Item5.Other Information.50Item6.Exhibits.51Signatures53 PART I. FINANCIAL INFORMATIONITEM 1. FINANCIAL STATEMENTS FUELCELL ENERGY,INC.Consolidated Balance Sheets(Unaudited)(Amounts in thousands, except share and per share amounts) LIABILITIES AND STOCKHOLDERS' EQUITY (1)As of January 31, 2026 and October 31, 2025, the combined assets of the variable interest entities (“VIEs”) were $339,112 and $325,661,respectively, that can only be used to settle obligations of the VIEs. These assets include cash of $2,650, accounts receivable of $858,unbilled accounts receivable of $14,066, operating lease right of use assets of $1,638, other current assets of $172,000, restricted cash andcash equivalents of $827, project assets of $139,630, derivative assets of $5,701 and other assets of $1,741 as of January 31, 2026, and cashof $2,490, accounts receivable of $722, unbilled accounts receivable of $12,865, operating lease right of use assets of $1,643, other currentassets of $162,005, restricted cash and cash equivalents of $731, project assets of $141,414, derivative assets of $2,047 and other assets of$1,743 as of October 31, 2025. The combined liabilities of the VIEs as of January 31, 2026 include short-term operating lease liabilities of$205, accounts payable of $207,362, accrued liabilities of $1,848, long-term operating lease liability of $2,117, deferred revenue of $386and other non-current liabilities of $355 and, as of October 31, 2025, include short-term operating lease liabilities of $204, accounts payableof $198,736, accrued liabilities of $1,222, derivative liabilities of $21, long-term operating lease liability of $2,123 and other non-currentliabilities of $307. See accompanying notes to consolidated financial statements. FUELCELL ENERGY,INC.Consolidated Statements of Operations and Comprehensive Los