Current Report Filing (8-k)
January 17 2023 - 4:16PM
Edgar (US Regulatory)
0001378140
false
0001378140
2023-01-13
2023-01-13
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): January 13, 2023
Ocean
Power Technologies, Inc.
(Exact name of registrant as specified in its charter)
Delaware |
|
001-33417 |
|
22-2535818 |
(State
or other jurisdiction
of incorporation)
|
|
(Commission
File Number) |
|
(I.R.S.
Employer
Identification No.) |
28
Engelhard Drive, Suite B
Monroe Township, New Jersey |
|
08831 |
(Address
of principal executive offices) |
|
(Zip
Code)
|
(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):
|
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14-2(b)) |
|
|
|
|
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CRF 240.133-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol (s) |
|
Name
of each exchange on which registered |
Common
Stock, $0.001 Par Value |
|
OPTT |
|
NYSE
American |
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.☐
Item
5.07 |
Submission
of Matters to a Vote of Security Holders. |
The
annual meeting of the stockholders of the Company for the year ended April 30, 2022 (the “Annual Meeting”) was held on January
13, 2023.
At
the Annual Meeting, the following proposals were voted on by the stockholders of the Company.
|
1) |
To
elect six persons to the Company’s Board of Directors (the “Board”); |
|
2) |
To
approve an amendment to the 2015 Omnibus Incentive Plan (the “2015 Plan”) to increase the number of shares of the Company’s
common stock available for grant under the 2015 Plan from 3,132,036 to 4,382,036 in order to ensure that adequate shares will be
available under the 2015 Plan for future grants and to make certain other amendments to the 2015 Plan regarding award threshold limits; |
|
3) |
To
consider and take action on the ratification of the selection of EisnerAmper LLP as the Company’s independent registered public
accounting firm for fiscal year 2023; |
|
4) |
To
vote on an advisory resolution to approve the Company’s executive officer compensation; and |
|
5) |
To
vote on an advisory resolution to approve the frequency of future advisory votes on our executive compensation. |
Six
directors were elected for terms expiring on the date of the annual meeting for the year ended April 30, 2023. As to each nominee for
director, the results of the voting were as follows:
Name of Nominee | |
Number of Votes Voted For | | |
Number of Votes Withheld | | |
Number of Broker Non-Votes | |
Terence J. Cryan | |
| 16,072,359 | | |
| 2,258,616 | | |
| 9,765,491 | |
Philipp Stratmann | |
| 16,725,159 | | |
| 1,605,816 | | |
| 9,765,491 | |
Clyde W. Hewlett | |
| 16,637,352 | | |
| 1,693,623 | | |
| 9,765,491 | |
Diana G. Purcell | |
| 16,403,362 | | |
| 1,927,613 | | |
| 9,765,491 | |
Peter E. Slaiby | |
| 16,578,538 | | |
| 1,752,437 | | |
| 9,765,491 | |
Natalie Lorenz-Anderson | |
| 16,555,066 | | |
| 1,775,909 | | |
| 9,765,491 | |
The
result of the vote to approve an amendment to the 2015 Plan to increase the number of shares of the Common Stock available for grant
under the 2015 Plan from 3,132,036 to 4,382,036 in order to ensure that adequate shares will be available under the 2015 Plan for future
grants and to make certain other amendments to the 2015 Plan regarding award threshold limits was as follows:
Number of Votes Voted For | |
Number of Votes Voted Against | | |
Number of Votes Abstaining | | |
Number of Broker Non-Votes | |
12,955,071 | |
| 4,355,471 | | |
| 1,020,433 | | |
| 9,765,491 | |
The
result of the vote to ratify the selection of EisnerAmper LLP as the Company’s independent registered public accounting firm for
fiscal year 2023 was as follows:
Number of Votes Voted For | |
Number of Votes Voted Against | | |
Number of Votes Abstaining | | |
Number of Broker Non-Votes | |
25,919,610 | |
| 859,998 | | |
| 1,316,858 | | |
| - | |
The
result of the vote on the advisory resolution to approve the Company’s executive officer compensation was as follows:
Number of Votes Voted For | |
Number of Votes Voted Against | | |
Number of Votes Abstaining | | |
Number of Broker Non-Votes | |
12,874,650 | |
| 3,948,633 | | |
| 1,507,691 | | |
| 9,765,491 | |
The
result of the vote on the advisory resolution on the frequency of future advisory votes on our executive compensation was as follows:
One year | |
Two years | | |
Three years | | |
Number of Votes Abstaining | | |
Number of Broker Non-Votes | |
14,833,483 | |
| 957,477 | | |
| 1,530,386 | | |
| 1,009,628 | | |
| 9,765,491 | |
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:
January 17, 2023
|
OCEAN
POWER TECHNOLOGIES, INC. |
|
|
|
/s/
Philipp Stratmann |
|
Philipp
Stratmann |
|
President and Chief Executive Officer |
Ocean Power Technologies (AMEX:OPTT)
Historical Stock Chart
From Mar 2024 to Apr 2024
Ocean Power Technologies (AMEX:OPTT)
Historical Stock Chart
From Apr 2023 to Apr 2024