S-3 424B5 EX-FILING FEES 333-265488 0001093691 PLUG POWER INC 0001093691 2024-11-07 2024-11-07 0001093691 1 2024-11-07 2024-11-07 0001093691 2 2024-11-07 2024-11-07 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables

S-3

PLUG POWER INC

Table 1: Newly Registered and Carry Forward Securities

Security Type

Security Class Title

Fee Calculation or Carry Forward Rule

Amount Registered

Proposed Maximum Offering Price Per Unit

Maximum Aggregate Offering Price

Fee Rate

Amount of Registration Fee

Carry Forward Form Type

Carry Forward File Number

Carry Forward Initial Effective Date

Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward

Newly Registered Securities
Fees to be Paid 1 Equity Common Stock, par value $0.01 per share 457(o) $ 375,171,995.00 0.0001531 $ 57,438.83
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities 2 Equity Common Stock, par value $0.01 per share 415(a)(6) $ 624,828,005.00 S-3 333-265488 06/08/2022 $ 92,224.61

Total Offering Amounts:

$ 1,000,000,000.00

$ 57,438.83

Total Fees Previously Paid:

$ 0.00

Total Fee Offsets:

$ 0.00

Net Fee Due:

$ 57,438.83

Offering Note

1

The registration fee is calculated in accordance with Rule 457(o) under the Securities Act of 1933, as amended (the "Securities Act"), based on the proposed maximum aggregate offering price. In accordance with Rules 456(b) and 457(r) under the Securities Act, Plug Power Inc. (the "Registrant") initially deferred payment of all of the registration fees for the Registrant's Registration Statement on Form S-3ASR (File No. 333-265488) filed with the Securities and Exchange Commission on June 8, 2022 (the "Registration Statement). This "Calculation of Filing Fee Table" shall be deemed to update the "Calculation of Registration Fee" table in the Registration Statement.

2

Shares of Common Stock having an aggregate offering price of $624,828,005 remain unsold (the "Unsold Securities") under the Prospectus Supplement as of the date hereof. The additional shares of Common Stock being registered pursuant to amendment no. 2, dated November 7, 2024, to the Prospectus Supplement include the Unsold Securities. The filing fee with respect to such Unsold Securities, totaling $92,224.61, was previously paid and will continue to be applied to the Unsold Securities registered hereunder. The Registrant filed a prospectus supplement, dated January 17, 2024 (the "Original Prospectus Supplement), under Rule 424(b)(5) in connection with the Registration Statement, pursuant to which it registered the offer and sale of the Registrant's common stock, par value $0.01 per share ("Common Stock"), having an aggregate offering price of up to $1,000,000,000. In connection with the filing of the Original Prospectus Supplement, the Registrant paid a filing fee of $147,600.00. In addition, the Registrant filed an amendment no. 1 to the Original Prospectus Supplement, dated February 23, 2024 ("Amendment No. 1" and together with the Original Prospectus Supplement, the "Prospectus Supplement"), under Rule 424(b)(5) in connection with the Registration Statement, pursuant to which it registered the offer and sale of additional Common Stock having an aggregate offering price of up to $302,073,006. In connection with the filing of Amendment No. 1, the Registrant paid a filing fee of $44,585.98.

Narrative Disclosure
The maximum aggregate offering price of the securities to which the prospectus relates is $1,000,000,000.00. The prospectus is a final prospectus for the related offering.