-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KgJazI5d5vsfFqf/aMgVpV2DwSnbi4xfBIGIMehmK2n6CI29XcAVy3ztIeTuBPko cN2IM811bm9UsZ6ovcTT4g== 0001209191-08-025587.txt : 20080425 0001209191-08-025587.hdr.sgml : 20080425 20080425104235 ACCESSION NUMBER: 0001209191-08-025587 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080424 FILED AS OF DATE: 20080425 DATE AS OF CHANGE: 20080425 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PROKHOROV MIKHAIL D CENTRAL INDEX KEY: 0001260715 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-27527 FILM NUMBER: 08776293 MAIL ADDRESS: STREET 1: VOZNESENSKY PEREULOK STREET 2: 22 USADBA CENTER CITY: MOSCOW RUSSIA STATE: 1Z ZIP: 0000 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PLUG POWER INC CENTRAL INDEX KEY: 0001093691 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRICAL INDUSTRIAL APPARATUS [3620] IRS NUMBER: 223672377 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 968 ALBANY-SHAKER ROAD CITY: LATHAM STATE: NY ZIP: 12110 BUSINESS PHONE: 5187827700 MAIL ADDRESS: STREET 1: 968 ALBANY-SHAKER ROAD CITY: LATHAM STATE: NY ZIP: 12110 4 1 bol55387_mdp4a.xml MAIN DOCUMENT DESCRIPTION X0202 4 2008-04-24 1 0001093691 PLUG POWER INC PLUG 0001260715 PROKHOROV MIKHAIL D 13/1 TVERSKOI BLVD MOSCOW, RUSSIAN FEDERATION 123104 0 0 1 0 Common Stock, par value $0.01 2008-04-24 4 S 0 640803.29 D 0 I Through Smart Hydrogen, Inc. Class B Capital Stock, a class of preferred stock 2008-04-24 4 S 0 49370.06 D Common Stock, par value $0.01 4937006 0 I Through Smart Hydrogen, Inc. See Exhibit 99.1 Each share of Class B Capital Stock is convertible at any time into 100 shares of Plug Power Inc.'s Common Stock, par value $0.01 per share, subject to certain adjustments in the case of a stock split or reverse stock split of the Common Stock or a reorganization, recapitalization, reclassification, consolidation or merger involving Plug Power Inc. /s/ Mikhail D. Prokhorov 2008-04-25 EX-99 2 bol55387_mdp4a99.txt ADDITIONAL EXHIBITS Exhibit 99.1 Filer: Mr. Mikhail D. Prokhorov Address: 13/1 Tverskoi Blvd, Moscow, Russian Federation, 123104 Relationship of Reporting Person to Issuer: 10% owner Explanation of Response: Mr. Prokhorov, by virtue of his indirect ownership of OJSC MMC Norilsk Nickel ("Norilsk Nickel") and direct ownership of Branton Limited ("Branton")(of which Smart Hydrogen, Inc. ("Smart Hydrogen") is a subsidiary), could, pursuant to Section 16 of the Securities Exchange Act of 1934, as amended (the "Act"), and rules of the Securities and Exchange Commission adopted thereunder, be deemed to have the power to vote or direct the voting of and the power to dispose or direct the disposition of, the common stock of Plug Power Inc. owned by Smart Hydrogen (the "Shares"). Accordingly, pursuant to such rules, Mr. Prokhorov could be deemed to be the beneficial owner of the Shares. As previously disclosed, on April 17, 2008 Mr. Prokhorov and Vladimir O.Potanin agreed that Mr. Prokhorov will convey his entire interest in Branton to Mr. Potanin. Mr. Prokhorov agreed to sell to United Company Rusal Limited ("UC Rusal") a number of shares representing 25% of the issued share capital of Norilsk Nickel plus one share (the "Norilsk Nickel Shares"), subject to certain conditions, including receipt of certain Russian and other governmental and third-party approvals and consents. On April 24, 2008 Mr. Prokhorov completed the transfer of the Norilsk Nickel Shares to UC Rusal. Mr. Prokhorov expressly disclaims, for purposes of Section 16 of the Act, beneficial ownership of all indirectly owned securities reported on this Form 4 in excess of his pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. -----END PRIVACY-ENHANCED MESSAGE-----