Item 5.02 Departure of Directors or Certain Officers; Election of Directors;


            Appointment of Certain Officers; Compensatory Arrangements of Certain
            Officers.




  (a)   On September 24, 2020, Fuel Tech, Inc. ("Fuel Tech" or the "Registrant")
        issued the press release attached as Exhibit 99.1 to this Report
        announcing that with respect to the appointment and departure of principal
        officers, Albert G. Grigonis, the Registrant's Senior Vice President,
        General Counsel and Secretary, previously announced his September 30, 2020
        retirement from employment with the Registrant. In anticipation of
        Mr. Grigonis' retirement, on September 24, 2020, the Board of Directors of
        the Registrant elected Bradley W. Johnson as Vice President, General
        Counsel and Secretary of the Registrant to succeed Mr. Grigonis to be
        effective on October 1, 2020.

  (b)   There is no family relationship between Mr. Johnson and any director,
        executive officer, or person nominated or chosen by the Registrant to
        become a director or executive officer.

  (c)   Mr. Johnson, age 55, was formerly Assistant General Counsel of the
        Registrant.

  (d)   As compensation from the Registrant commencing on October 1, 2020,
        Mr. Johnson will receive an annual base salary of $240,000 which shall be
        subject to the Company's current 10% annual base salary reduction program
        for its officers, resulting in an actual net annual base salary of
        $216,000 dollars, and a Target Participation Percentage of 30% of net
        annual base salary in Registrant's Corporate Incentive Plan. Mr. Johnson
        participates in benefit and welfare programs offered by Registrant. In
        addition, prior to his election as an officer of Registrant, during his
        employment with Registrant, Mr. Johnson was awarded seven restricted stock
        unit (RSU) awards by the Registrant for shares in Registrant's common
        stock with RSU grant prices ranging from $0.965 to $6.14 to acquire a
        total of 139,500 shares of such stock.

  (e)   Other than as stated above, there is no arrangement or understanding as to
        Mr. Johnson's employment with the Registrant, or its directors or
        officers. Upon commencement of employment with the Registrant, Mr. Johnson
        entered into the Registrant's standard form of employment agreement which
        covered the above elements of compensation, established employment with
        the Registrant, and provided for the protection of the Registrant's
        intellectual and other property and for the assignment of inventions to
        the Registrant.


Item 9.01   Financial Statements and Exhibits




(d)    Exhibits

99.1     Press Release of Fuel Tech, Inc., dated September 24, 2020

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