Energous Corp — Regulatory Filings 2025

Apr 11, 2025

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 8, 2025

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ENERGOUS CORPORATION

(Exact name of registrant as specified in its charter)

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Delaware	001-36379	46-1318953
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3590 North First Street , Suite 330

San Jose , California 95134

(Address, including zip code, of principal executive offices)

Registrant’s telephone number, including area code: ( 408 ) 963-0200

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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 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c)) |

Securities registered pursuant to Section 12(b) of the Act:

| Title of each
class registered | Trading symbol(s) | Name of each
exchange on which registered |
| --- | --- | --- |
| Common Stock, par value $0.00001 per share | WATT | The Nasdaq Stock Market LLC |

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ¨

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Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On April 8, 2025, the Board of Directors of Energous Corporation d/b/a Energous Wireless Power Solutions (the “Company”) approved certain amendments to the Company’s amended and restated bylaws (as amended and restated, the “Second A&R Bylaws”), effective immediately.

The Second A&R Bylaws modified the provisions for determining the presence of a quorum at all meetings of stockholders, to provide that the presence, in person or by proxy, of the holders of one-third of the shares of stock issued and outstanding and entitled to vote will constitute a quorum for the transaction of business, except as otherwise provided by statute or by the certificate of incorporation. The Second A&R Bylaws also eliminate the requirement that a list of stockholders be available for inspection at stockholder meetings as permitted by Delaware law.

The foregoing description of the Second A&R Bylaws is qualified in its entirety by reference to the Second A&R Bylaws, which are attached hereto as Exhibit 3.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
3.1	Second Amended and Restated Bylaws of Energous Corporation
104	Cover Page Interactive Data File (embedded as Inline XBRL document)

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SIGNATURES

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.

ENERGOUS CORPORATION — By:	/s/ Mallorie Burak
Name:	Mallorie Burak
Title:	Chief Executive Officer and Chief Financial Officer

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