Current Report Filing (8-k)
March 15 2018 - 4:41PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
8-K
Current
Report Pursuant to Section 13 or 15(d) of
the
Securities Act of 1934
Date
of Report (Date of earliest event reported):
March 15, 2018
Ocean
Power Technologies, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
(State or other jurisdiction
of incorporation)
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001-33417
(Commission
File Number)
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22-2535818
(I.R.S. Employer
Identification No.)
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28
Engelhard Drive
Monroe
Township, New Jersey
(Address
of principal executive offices)
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08831
(Zip
Code)
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(609)
730-0400
(Registrant’s
telephone number, including area code)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instruction A.2. below):
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[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CRF 240.133-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR
230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
Emerging
growth company [ ]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.[ ]
On
November 21, 2017, Ocean Power Technologies, Inc. (the “Company”) filed a Stipulation and Agreement of Settlement
(the “Stipulation”) relating to the settlement of a consolidated derivative suit entitled
Douglas Labare, Derivatively
and on Behalf of Ocean Power Technologies, Inc., v. Charles Dunleavy, et al.
, Case No. 3:15-cv-01980-FLW-LHG (the “Consolidated
Derivative Suit”) in the United States District Court for the District of New Jersey (the “Court”).
On
March 9, 2018, the Court issued an order granting preliminary approval of the proposed settlement by and among the Company, the
plaintiffs and all named individual defendants in the Consolidated Derivative Suit (the “Preliminary Approval Order”).
The Preliminary Approval Order also approved the parties’ proposed Notice to Current Ocean Power Stockholders of Proposed
Settlement (the “Notice”), including the method of notice, and set a hearing date to determine whether the Court should
issue an order of final approval of the settlement for May 14, 2018 at 10:30 a.m. at the United States District Court for the
District of New Jersey, Clarkson S. Fisher Building & U.S. Courthouse, Court Room 5E, 402 East State Street, Trenton, New
Jersey 08608. Pursuant to the Preliminary Approval Order, any objections to the settlement must be filed in writing with the Court
no later than April 30, 2018. Additional information concerning the terms of the proposed settlement, the May 14, 2018 hearing
and the requirements for objections can be found in the Notice, attached hereto as Exhibit 99.1. The Notice and the Stipulation
are available on the investor relations portion of the Company’s corporate website at www.oceanpowertechnologies.com. The
contents of the Company’s corporate website shall not be deemed to be incorporated by reference into this Current Report
on Form 8-K.
On
March 15, 2018, Ocean Power Technologies, Inc. issued a press release announcing that the U.S. District Court in New Jersey, on
March 9, 2018, issued an order granting preliminary approval of a proposed settlement of the consolidated derivative lawsuit entitled
Douglas Labare, Derivatively and on Behalf of Ocean Power Technologies, Inc., v. Charles Dunleavy, et al.
, Case No. 3:15-cv-01980-FLW-LHG.
A copy of the press release is furnished as Exhibit 99.2 to this report and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
*Furnished
herewith.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Date:
March 15, 2018
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OCEAN
POWER TECHNOLOGIES, INC.
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/s/
George H. Kirby III
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George
H. Kirby III
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President
and Chief Executive Officer
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