UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Plug Power Inc.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
72919P202
(CUSIP Number)
Wonsang Cho
SK Inc. (formerly known as SK Holdings Co., Ltd.)
26, Jong-ro, Jongno-gu
Seoul, The Republic of Korea
Tel: +82-2-2121-5114
with a copy to:
Albert Chung
Baker McKenzie & KL Partners Joint Venture Law Firm
17/F, East Wing, Signature Tower
100 Cheonggyecheon-ro
Jung-gu
Seoul, The Republic of Korea
Tel: +82-2-6137-6800
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
November 4, 2024
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 72919P202
| 1 | NAMES OF REPORTING PERSONS | ||
| Grove Energy Capital LLC | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) | ¨ |
| (b) | x | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||
| OO | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) | ¨ | |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
| Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER | ||
| 0 | ||||
| 8 | SHARED VOTING POWER | |||
| 54,966,188 | ||||
| 9 | SOLE DISPOSITIVE POWER | |||
| 0 | ||||
| 10 | SHARED DISPOSITIVE POWER | |||
| 54,966,188 | ||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||
| 54,966,188 | |||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ¨ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||
| 6.2% | |||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||
| OO | |||
CUSIP No. 72919P202
| 1 | NAMES OF REPORTING PERSONS | ||
| Plutus Capital NY, Inc. | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) | ¨ |
| (b) | x | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||
| OO | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) | ¨ | |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
| Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER | ||
| 0 | ||||
| 8 | SHARED VOTING POWER | |||
| 54,966,188 | ||||
| 9 | SOLE DISPOSITIVE POWER | |||
| 0 | ||||
| 10 | SHARED DISPOSITIVE POWER | |||
| 54,966,188 | ||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||
| 54,966,188 | |||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ¨ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||
| 6.2% | |||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||
| CO | |||
CUSIP No. 72919P202
| 1 | NAMES OF REPORTING PERSONS | ||
| PassKey, Inc. | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) | ¨ |
| (b) | x | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||
| OO | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) | ¨ | |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
| Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER | ||
| 0 | ||||
| 8 | SHARED VOTING POWER | |||
| 54,966,188 | ||||
| 9 | SOLE DISPOSITIVE POWER | |||
| 0 | ||||
| 10 | SHARED DISPOSITIVE POWER | |||
| 54,966,188 | ||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||
| 54,966,188 | |||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ¨ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||
| 6.2% | |||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||
| CO | |||
CUSIP No. 72919P202
| 1 | NAMES OF REPORTING PERSONS | ||
| PNES Investments, LLC | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) | ¨ |
| (b) | x | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||
| OO | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) | ¨ | |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
| Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER | ||
| 0 | ||||
| 8 | SHARED VOTING POWER | |||
| 54,966,188 | ||||
| 9 | SOLE DISPOSITIVE POWER | |||
| 0 | ||||
| 10 | SHARED DISPOSITIVE POWER | |||
| 54,966,188 | ||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||
| 54,966,188 | |||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ¨ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||
| 6.2% | |||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||
| OO | |||
CUSIP No. 72919P202
| 1 | NAMES OF REPORTING PERSONS | ||
| SK E&S Americas, Inc. | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) | ¨ |
| (b) | x | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||
| OO | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) | ¨ | |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
| Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER | ||
| 0 | ||||
| 8 | SHARED VOTING POWER | |||
| 54,966,188 | ||||
| 9 | SOLE DISPOSITIVE POWER | |||
| 0 | ||||
| 10 | SHARED DISPOSITIVE POWER | |||
| 54,966,188 | ||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||
| 54,966,188 | |||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ¨ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||
| 6.2% | |||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||
| CO | |||
CUSIP No. 72919P202
| 1 | NAMES OF REPORTING PERSONS | ||
| SK E&S Co., Ltd. | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) | ¨ |
| (b) | x | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||
| OO | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) | ¨ | |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
The Republic of Korea |
|||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER | ||
| 0 | ||||
| 8 | SHARED VOTING POWER | |||
| 0* | ||||
| 9 | SOLE DISPOSITIVE POWER | |||
| 0* | ||||
| 10 | SHARED DISPOSITIVE POWER | |||
| 0* | ||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||
| 0* | |||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ¨ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||
| 0* | |||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||
| CO | |||
*Effective November 4, 2024, pursuant to the Merger Agreement described in Item 6 of this Amendment No. 2, SK E&S Co., Ltd.'s (“SK E&S”) beneficial ownership in the Ordinary Shares of the Issuer was transferred to SK Innovation Co., Ltd. (“SK Innovation”). Accordingly, SK E&S no longer has beneficial ownership of any Ordinary Shares of the Issuer. This Amendment No. 2 constitutes an exit filing for SK E&S.
CUSIP No. 72919P202
| 1 | NAMES OF REPORTING PERSONS | ||
| SK Innovation Co., Ltd. | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) | ¨ |
| (b) | x | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||
| OO | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) | ¨ | |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
The Republic of Korea |
|||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER | ||
| 0 | ||||
| 8 | SHARED VOTING POWER | |||
| 54,966,188 | ||||
| 9 | SOLE DISPOSITIVE POWER | |||
| 0 | ||||
| 10 | SHARED DISPOSITIVE POWER | |||
| 54,966,188 | ||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||
| 54,966,188 | |||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ¨ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||
| 6.2% | |||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||
| CO | |||
CUSIP No. 72919P202
| 1 | NAMES OF REPORTING PERSONS | ||
| SK Inc. (formerly known as SK Holdings Co., Ltd.) | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) | ¨ |
| (b) | x | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||
| OO | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) | ¨ | |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
| The Republic of Korea | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER | ||
| 0 | ||||
| 8 | SHARED VOTING POWER | |||
| 54,966,188 | ||||
| 9 | SOLE DISPOSITIVE POWER | |||
| 0 | ||||
| 10 | SHARED DISPOSITIVE POWER | |||
| 54,966,188 | ||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||
| 54,966,188 | |||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ¨ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||
| 6.2% | |||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||
| CO | |||
| Item 1. | Security and Issuer |
Item 1 of the Existing Schedule 13D is hereby supplemented as follows:
This Amendment No. 2 to the statement on Schedule 13D ("Amendment No. 2") amends the statement on Schedule 13D originally filed on March 8, 2021, as amended by Amendment No. 1 to the statement on Schedule 13D filed on May 11, 2022, (as so amended, the "Existing Schedule 13D"). Capitalized terms used and not defined in this Amendment No. 2 have the meanings ascribed in the Existing Schedule 13D. The name, business address, present principal occupation and citizenship of each executive officer and director of SK Innovation is set forth on Schedule I attached hereto.
This Amendment No. 2 is being filed to add SK Innovation as a Reporting Person as a result of a merger with SK E&S, with SK Innovation being the surviving entity, and constitutes an exit filing for SK E&S. This Amendment No. 2 is being filed on behalf of (i) Grove Energy Capital LLC, a Delaware limited liability company (“Grove Energy”), (ii) Plutus Capital NY, Inc., a Delaware corporation (“Plutus”), (iii) PNES Investments, LLC, a Delaware limited liability company (“PNES”), (iv) PassKey (v) SK E&S Americas, Inc., a Delaware corporation (“SK E&S Americas”), (vi) SK Innovation, and (vii) SK Inc. (formerly known as SK Holdings Co., Ltd.), a company organized under the laws of the Republic of Korea (“SK Inc”, and together with each of (i) through (vi) above, a “Reporting Person”).
| Item 2. | Identity and Background |
Item 2 of the Existing Schedule 13D is hereby supplemented as follows:
(a) - (b) The address of the principal business office of SK Innovation is:
SK Innovation Co., Ltd.
26, Jongno
Jongno-gu
Seoul, the Republic of Korea
(c) The principal business of SK Innovation is to operate core energy businesses including petroleum, chemicals, LNG, power, batteries, and renewable energy.
(d) During the last five years, neither SK Innovation nor, to the best knowledge of SK Innovation, any of the other persons set forth on Schedule I attached hereto, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) During the last five years, neither SK Innovation nor, to the best knowledge of SK Innovation , any of the other persons set forth on Schedule I attached hereto, has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f) See Item 2(a)-(b) above for citizenship or place of organization, as applicable, of SK Innovation.
| Item 4. | Purpose of Transaction |
Item 4 of the Existing Schedule 13D is hereby supplemented as follows:
Effective November 4, 2024, pursuant to the Merger Agreement described in Item 6 of this Amendment No. 2, SK E&S's beneficial ownership in the Ordinary Shares of the Issuer was transferred to SK Innovation. Accordingly, SK E&S no longer has beneficial ownership of any Ordinary Shares of the Issuer. This Amendment No. 2 constitutes an exit filing for SK E&S.
| Item 5. | Interest in Securities of the Issuer |
Item 5 of the Existing Schedule 13D is hereby supplemented as follows:
The responses of the Reporting Persons to Rows (7) through (13) of the cover pages of this Amendment No. 2 are incorporated herein by reference.
(a) The reported percentage of the class beneficially owned by each Reporting Person is based on 879,636,025 shares of Common Stock issued and outstanding as of August 3, 2024, as reported by the Issuer in its Report on Form 10-Q for the quarter ended June 30, 2024, as filed with the SEC on August 8, 2024.
As of the date of this Amendment No. 2, each Reporting Person beneficially owns 54,966,188 shares of Common Stock.
(b) As of the date hereof, Grove Energy directly holds 54,966,188 shares of Common Stock. Grove Energy is owned by Plutus and PNES. Plutus is wholly-owned by SK Inc. PNES is wholly-owned by PassKey. PassKey is wholly-owned by SK E&S Americas. SK E&S Americas is wholly-owned by SK Innovation. 55.91% of the issued and outstanding common stock of SK Innovation is owned by SK Inc.
Neither the filing of this Amendment No. 2 nor any of its contents shall be deemed to constitute an admission that any Reporting Person is the beneficial owner of the Common Stock referred to herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose and each of the Reporting Persons expressly disclaims beneficial ownership of such shares of Common Stock.
(c) Effective November 4, 2024, pursuant to the Merger Agreement described in Item 6 of this Amendment No. 2, SK E&S's beneficial ownership in the Ordinary Shares of the Issuer was transferred to SK Innovation. Accordingly, SK E&S no longer has beneficial ownership of any Ordinary Shares of the Issuer. This Amendment No. 2 constitutes an exit filing for SK E&S.
(d) To the best knowledge of the Reporting Persons, no one other than the Reporting Persons, or the partners, members, affiliates or shareholders of the Reporting Persons, has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock reported herein as beneficially owned by the Reporting Persons.
(e) Effective November 4, 2024, pursuant to the Merger Agreement described in Item 6 of this Amendment No. 2, SK E&S's beneficial ownership in the Ordinary Shares of the Issuer was transferred to SK Innovation. Accordingly, SK E&S no longer has beneficial ownership of any Ordinary Shares of the Issuer. This Amendment No. 2 constitutes an exit filing for SK E&S.
| Item 6. | Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer |
Item 6 of the Existing Schedule 13D is hereby supplemented as follows:
Merger Agreement
Effective November 4, 2024, pursuant to the Merger Agreement dated as of July 17, 2024 by and between SK E&S and SK Innovation ("Merger Agreement"), SK E&S merged with and into SK Innovation, with SK Innovation surviving, and SK E&S ceasing to exist after, the merger.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: November 6, 2024
| GROVE ENERGY CAPITAL LLC | ||
| By: | /s/ Lee, Ji Young | |
| Name: | Lee, Ji Young | |
| Title: | Authorized Signatory | |
| PLUTUS CAPITAL NY, INC. | ||
| By: | /s/ Nam, Jung-Hyun | |
| Name: | Nam, Jung-Hyun | |
| Title: | Authorized Signatory | |
| PNES INVESTMENTS, LLC | ||
| By: | /s/ Park, Ki Dae | |
| Name: | Park, Ki Dae | |
| Title: | Authorized Signatory | |
| PASSKEY, INC. | ||
| By: | /s/ Park, Ki Dae | |
| Name: | Park, Ki Dae | |
| Title: | Authorized Signatory | |
| SK E&S AMERICAS, INC. | ||
| By: | /s/ Lee, Hyun Boo | |
| Name: | Lee, Hyun Boo | |
| Title: | Authorized Signatory | |
| SK INNOVATION CO., LTD. | ||
| By: | /s/ Lim, So-Ok | |
| Name: | Lim, So-Ok | |
| Title: | Authorized Signatory | |
| SK INC. | ||
| By: | /s/ Cho, Wonsang | |
| Name: | Cho, Wonsang | |
| Title: | Authorized Signatory | |
Plug Power Inc. - Amendment No. 2 to Schedule 13D
SCHEDULE I
Executive Officers and Directors of SK Innovation Co., Ltd.
The name and principal occupation of each director and executive officer of SK Innovation Co., Ltd. are set forth below. The address for each person listed below is c/o SK Innovation Co., Ltd., 26, Jongno, Jongno-gu, Seoul, the Republic of Korea. All executive officers and directors listed are citizens of the Republic of Korea.
OFFICERS:
| Name | Present Principal Occupation or Employment | |
| Park, Sang Kyu | Chief Executive Officer and President of SK Innovation | |
| Kang, Dongsoo | Head of Strategy & Finance Division | |
| Lee, Seongjun | Head of Environmental Science & Technology Institute | |
| Kim, Younwook | Head of Global Compliance Division | |
| Kim, Jinwon | Head of Finance Division | |
| Lee, Chunkil | Chief Safety Officer | |
| Kim, Minho | Head of Corporate Culture Division | |
| Park, Heunyong | Head of Communication Division | |
| Choi, Hwanjoon | Portfolio Innovation Group Leader | |
| Choo, Hyeongwook | President, SK Innovation E&S | |
| Seo, Kun Ki | Chief Financial Officer, SK Innovation E&S | |
| Ahn, Jin Soo | Head of Sustainable Management Division, SK Innovation E&S | |
| Kwon, Hyungkyun | Head of Portfolio Division, SK Innovation E&S |
DIRECTORS:
|
Name |
Present Principal Occupation or Employment | |
| Park, Jin Hei | Member of the Board of Directors, SK Innovation | |
| Kim, Joo-Youn | Member of the Board of Directors, SK Innovation | |
| Baik, Bok Hyeon | Professor of Seoul National University | |
| Lee, Bok-Hee | Chief Executive Officer of Pfeifer Vacuum KOREA | |
| Lee, Ji Eun | Member of the Board of Directors, SK Innovation | |
| Park, Sang Kyu | Chief Executive Officer and President of SK Innovation | |
| Choo, Hyeong Wook | President of SK Innovation | |
| Kang, Dong Soo | Head of Strategy & Finance Division, SK Innovation | |
| Jang, Yong Ho | Chief Executive Officer and President of SK Inc. |