May 7, 2026  ·  Updated July 14, 2026  ·  U.S. District Court, Southern District of New York

By David Brunk, civil litigation attorney

Read the complaint

Reimann v. McNamee Alleges Plug Power Directors Concealed $45 Million in Startup Costs at the Georgia Plant

Bernd H. Reimann has initiated a lawsuit against Plug Power Inc. and its executive team in the United States District Court for the Northern District of New York, No. 1:26-cv-01020, alleging breaches of fiduciary duty. According to the complaint, Reimann, a shareholder of Plug Power, contends that the company's executives, including CEO Andy Marsh, misled investors by providing false assurances regarding the operational status and financial health of Plug Power's Georgia Plant. The complaint specifies damages exceeding $75,000, asserting that the defendants failed to disclose significant internal issues, such as supply shortages and unpaid vendor invoices, which caused production delays and compromised the company's strategic initiatives.

Reimann claims that the misinformation led to investors being unaware of the true operational challenges faced by Plug Power, particularly regarding the Georgia Plant, which was emphasized as critical to the company’s vertical integration strategy and overall margins. The complaint alleges that despite repeated assurances of the plant's on-schedule production, significant delays were concealed, with the plant only beginning to produce liquid hydrogen in January 2024, several months past the original deadline. The complaint accuses the individual defendants of breaching their fiduciary duties to the company and its shareholders by prioritizing their personal gains over corporate welfare and mismanaging corporate resources. The complaint references a separate securities class action filed against Plug Power in March 2024, which it cites as an injury to the company (Compl. ¶137).

These allegations are currently unproven, as the lawsuit has been filed but not yet resolved. No responses have been filed by the defendants at this stage.

Alleged Fraud Mechanism: Georgia Plant Delays

The verified shareholder derivative complaint in Bernd H. Reimann v. Plug Power Inc. alleges that Plug Power misrepresented the operational timeline of its Georgia Plant, stating that it would begin producing hydrogen by June 2023. However, according to the filing, the plant did not commence production until January 2024, nearly seven months later than announced. The plaintiff contends that Plug Power and its executives provided investors with false reassurances about the plant’s status, despite being aware of significant delays.

The delay in the Georgia Plant’s production is attributed to several underlying issues, according to the complaint. Primarily, supply shortages and unpaid vendors played a key role in stalling the plant's readiness, as cited in the document. Equipment malfunctions reportedly went unaddressed, further complicating the plant’s operation timeline, with the complaint highlighting how these mechanical issues contributed to the delays. These unaddressed challenges allegedly contradicted the public statements made by Plug Power, which portrayed the plant as being on the verge of meeting its production targets.

The failure to address supply chain issues and maintain vendor relationships is underscored in the complaint, which claims that the company stopped payments to suppliers, thereby exacerbating the supply shortages. The equipment malfunctions, meanwhile, were reportedly persistent and unresolved, raising concerns about the company's preparedness to fulfill its publicized production goals. The complaint suggests that these issues undermined Plug Power’s assertions of meeting its hydrogen production targets, painting a picture of mismanagement and miscommunication at critical junctures.

These allegations of misleading statements and failure to resolve critical operational obstacles form the basis of the breach of fiduciary duty claims against the company's executives, as detailed in the filing. Such assertions, if proven, could demonstrate significant shareholder harm, meriting the pursuit of corporate governance reforms and damages, as sought by the plaintiff.

Financial Impact and Costs Associated with Delays

The verified shareholder derivative complaint against Plug Power Inc. highlights significant financial challenges associated with the delays at its Georgia Plant, emphasizing the costs and losses incurred by the company. According to the filing, in August 2023, Plug Power disclosed substantial start-up and maintenance costs amounting to $45 million, which were associated with its plan to vertically integrate and expand its hydrogen production facilities.

Despite this substantial investment, the company's financial performance was reported to be significantly negative, with an adjusted earnings per share (EPS) of -$0.37 and an adjusted EBITDA of -$171.5 million as of August 2023. By November 2023, these figures had further deteriorated, with adjusted EPS falling to -$0.45 and adjusted EBITDA declining to -$204 million, as outlined in the complaint.

A key investment of $100 million was made in electrolyzer and cold box equipment intended to advance Plug Power's hydrogen production capabilities. However, the complaint alleges that this equipment did not deliver the projected outputs, failing to alleviate the financial strain imposed by ongoing delays and operational difficulties.

These financial disclosures and the prominent investment in production equipment are central to the plaintiff's claims of mismanagement, as they are framed as misrepresentations to investors regarding the company's capacity to meet its production targets and financial forecasts. The complaint seeks both damages for these financial missteps and reforms to ensure better corporate governance moving forward.

Parties Involved and Their Roles

The plaintiff in this case is Bernd H. Reimann, a shareholder of Plug Power Inc., who has brought forward allegations against the company and its leadership. Reimann contends that the company's officers and directors, specifically including Andy Marsh, CEO, and Paul Middleton, CFO, among others, have engaged in actions that have allegedly resulted in breaches of fiduciary duty. These executives are accused of making misleading statements concerning the production timeline and financial projections of the company's Georgia Plant, which was central to Plug Power's strategic initiatives.

In addition to the named defendants, the complaint references confidential witnesses identified as FE1 through FE6. These are former employees or consultants who have allegedly provided key insights into the operational challenges and failures within Plug Power. It is claimed that their testimonies shed light on the internal struggles, including supply shortages and equipment malfunctioning, which were not disclosed to investors, contributing to the mismanagement accusations.

The filing also names several key non-party employees, such as Jerry Cahill, Tony Sinkevich, Glen Benson, Monjid Hamdan, Cortney Mittelsteadt, and Noelle DiPietro. While these individuals are not defendants in the case, their roles within the company and interactions with the leadership team are implied to have been pertinent in the context of the alleged operational mismanagement and misleading investor communications.

Business relationships with companies such as Energy Vault and Amazon are also mentioned in the complaint. These partnerships were reportedly affected by Plug Power's inability to meet expected hydrogen production targets, stemming from the operational delays at the Georgia Plant. The failure to deliver on these commitments is said to have spotlighted the broader implications of the alleged mismanagement by the Plug Power executives.

Breach of Fiduciary Duty and Other Allegations

The verified shareholder derivative complaint asserts multiple breaches of fiduciary duty by the officers and directors of Plug Power, specifically accusing them of failing to disclose significant issues relating to the company’s infrastructure and financial stability. According to the filing, the Individual Defendants, including the CEO and CFO, had fiduciary obligations to act in the best interests of the company and its shareholders, duties that include disclosure of material information and maintenance of effective internal controls. (Compl. ¶33)

The complaint contends that the failure to transparently disclose the operational and financial troubles faced by the Georgia Plant constituted a breach of these fiduciary duties. It highlights inadequate reporting on production timelines and financial health, claiming that such misrepresentation was intended to maintain a favorable public image and protect executive bonuses, rather than address the underlying issues. (Compl. ¶94)

In addition to fiduciary breaches, the complaint alleges that the Individual Defendants engaged in unjust enrichment by mismanaging corporate resources for personal gain. The filing accuses the defendants of prioritizing compensation over operational needs, a claim that includes allegations of misallocation of funds, with significant bonuses awarded to executives despite the company's financial struggles. This behavior, the complaint argues, was detrimental to the operational capabilities of Plug Power, particularly impacting the delayed Georgia Plant project. (Compl. ¶72)

The complaint further includes a charge of corporate waste, asserting that Plug Power engaged in inefficient spending and acquisition of faulty equipment, particularly related to the costly electrolyzer and cold box systems. As outlined in the filing, the allocation of $100 million for such equipment, combined with the subsequent failures and replacements, exemplifies a disregard for careful financial management and demonstrates wasteful practices. (Compl. ¶66)

The plaintiffs seek comprehensive reforms in corporate governance to prevent recurrence of such issues, alongside damages to compensate for the shareholder harm. These claims remain allegations as part of an unproven complaint, with no responses yet filed by the defendants.

Distinctive Pleas: Scope and Impact of Misrepresentation

The verified shareholder derivative complaint alleges that the impact of Plug Power Inc.'s misrepresentations extended significantly to its business partners, with Amazon cited as a key example. According to the plaintiffs, of 1,000 hydrogen fuel cell units sold to Amazon, approximately 200 failed. This high failure rate reportedly exposed Plug Power’s inadequacy in its capacity to repair or replace faulty products, exacerbating operational challenges for both companies. (Compl. ¶84)

The Georgia Plant played a central role in Plug Power’s strategy for vertical integration, intended to streamline the internal production of green hydrogen and significantly boost the company’s margins. However, the complaint articulates that the plant’s delayed operational status was a critical misstep. Despite public assurances from the company's executives, the project was unable to meet its production targets, undermining investor confidence and the company’s broader hydrogen production strategy. (Compl. ¶92)

Furthermore, forecasts provided to customers regarding hydrogen production levels were allegedly communicated without adequate internal validation, as noted by confidential witness accounts. These unrealistic production estimates, purportedly promoted by CEO Andy Marsh and CFO Paul Middleton, were characterized in the complaint as unachievable. This alleged disconnect between stated goals and operational reality contributed to a series of unmet expectations and financial strain, calling into question the integrity of Plug Power's leadership and operational foresight.

The case presents issues of potential fiduciary breaches and misrepresentation, highlighting the severe implications of financial and operational forecasting inaccuracies on business relations and investor trust.

Relief Sought and Current Procedural Posture

The plaintiff, Bernd H. Reimann, in the verified shareholder derivative complaint filed on May 7, 2026, seeks multiple forms of relief against Plug Power Inc. and its officers. Reimann requests the court to declare him an adequate representative for Plug Power in this shareholder derivative action. Additionally, the complaint seeks unspecified damages from the individual defendants for alleged breaches of fiduciary duty, abuse of control, and other claims, as well as shareholder harm resulting from the purported misrepresentations regarding the company's operations.

Alongside monetary relief, Reimann petitions for corporate governance reforms to prevent recurrence of the alleged mismanagement and fraud. These reforms are intended to ensure accurate disclosures and stronger internal controls within Plug Power, particularly in light of the issues highlighted with the Georgia Plant's projected versus actual performance. (Compl. ¶53)

The complaint explicitly demands reimbursement for legal costs and disbursements incurred by Reimann in pursuing this action. The plaintiff also calls for a jury trial on all issues presented, reflecting the comprehensive nature of the allegations and the complexity of the case dynamics.

This filing marks a significant procedural step in addressing the claims of breach of fiduciary duty and corporate mismanagement within Plug Power Inc.

The allegations described here are taken from the filing and remain unproven; no responsive pleading is reflected in the source document.

The allegations described here are taken from the filing and remain unproven; no responsive pleading is reflected in the source document.

David Brunk is a civil litigation attorney. He can be reached at david@newmanbrunk.com.