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 Exchange Act
of 1934
Date of Report (Date of earliest event reported): May 8, 2015
OCEAN POWER TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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001-33417 |
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22-2535818 |
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(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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1590 Reed Road |
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(Address of principal executive offices) |
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(Zip Code) |
Registrant's telephone number, including area code: (609) 730-0400
(Former name or former address, if changed since last report.)
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:
☐ 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 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) On May 8, 2015, the Board of Directors (the “Board”) of Ocean Power Technologies, Inc. (the “Company”) appointed Robert J. Burger to the Company’s Board, effective immediately. The Board has determined that Mr. Burger is an independent director under applicable NASDAQ rules. There are no arrangements or understandings between Mr. Burger and any other person pursuant to which he was selected as a director, and there are no transactions in which Mr. Burger has an interest requiring disclosure under Item 404(a) of Regulation S-K.
Mr. Burger will participate in the non-employee director compensation arrangements offered by the Company from time to time. In particular, he will receive a $45,000 annual retainer, payable quarterly in arrears, and an equity award in the form of stock worth $50,000 or options worth $50,000 based on the Black-Scholes formula.
A copy of the press release announcing Mr. Burger’s election is attached hereto as Exhibit 99.1 and is incorporated by reference.
Item 9.01
(d) Exhibits
99.1 Press Release dated May 12, 2015.
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.
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OCEAN POWER TECHNOLOGIES, INC. |
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Date: May 12, 2015 |
By: |
/s/ Mark A. Featherstone |
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Mark A. Featherstone |
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Chief Financial Officer |
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Exhibit 99.1
Ocean Power Technologies Announces Election of New Director
Pennington, NJ – May 12, 2015 -- Ocean Power Technologies, Inc. (Nasdaq: OPTT) (“OPT” or “the Company”), a leading wave energy technology company, announced today that Robert J. Burger was elected to the Company’s Board of Directors effective May 8, 2015.
Most recently, Mr. Burger was President and CEO of MAN Diesel & Turbo North America Inc., a German manufacturer and the world’s leading provider of large diesel engines for use in ships and power stations. Prior to that, he was President of the Service Americas business of LM Wind Power. Mr. Burger began his corporate career in the energy division of General Electric after serving as an officer in the U.S. Navy. Mr. Burger holds Master’s and Doctorate degrees in Mechanical Engineering from the Naval Postgraduate School in Monterey, California and is a graduate of the U.S. Naval Academy, with a Bachelor’s Degree in Ocean Engineering.
Terence J. Cryan, Chairman of the Board of OPT, commented, “Mr. Burger has a broad range of executive experience in both the alternative and traditional energy industries, and we are pleased that he agreed to join our Board of Directors. We are confident that Mr. Burger's significant managerial, commercial and technical experience will provide additional insight and perspective to Ocean Power Technologies. We are excited that he is bringing his strong experience in the marine and power generation sales and service industries to help us execute our strategy and accelerate the commercialization of our unique technology.”
About Ocean Power Technologies
Headquartered in Pennington, New Jersey, Ocean Power Technologies (Nasdaq:OPTT) is a pioneer in renewable wave-energy technology that converts ocean wave energy into electricity. OPT's proprietary PowerBuoy® technology is based on a modular design and has undergone periodic ocean testing since 1997. OPT specializes in advanced autonomous (not grid connected), cost-effective, and environmentally sound ocean wave based power generation and management technology.
Forward-Looking Statements
This release may contain "forward-looking statements" that are within the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are identified by certain words or phrases such as "may", "will", "aim", "will likely result", "believe", "expect", "will continue", "anticipate", "estimate", "intend", "plan", "contemplate", "seek to", "future", "objective", "goal", "project", "should", "will pursue" and similar expressions or variations of such expressions. These forward-looking statements reflect the Company's current expectations about its future plans and performance. These forward-looking statements rely on a number of assumptions and estimates which could be inaccurate and which are subject to risks and uncertainties. Actual results could vary materially from those anticipated or expressed in any forward-looking statement made by the Company. Please refer to the Company's most recent Forms 10-Q and 10-K and subsequent filings with the SEC for a further discussion of these risks and uncertainties. The Company disclaims any obligation or intent to update the forward-looking statements in order to reflect events or circumstances after the date of this release.
CONTACT: Company:
Mark A. Featherstone
Chief Financial Officer
Ocean Power Technologies, Inc.
Phone: (609) 730-0400
Investor Relations:
Shawn Severson
The Blueshirt Group
Phone: (415) 489-2198
E-mail: shawn@blueshirtgroup.com