Ocean Power Technologies, Inc. — Director's Dealing 2010

Feb 1, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Ocean Power Technologies, Inc. (OPTT)
CIK: 0001378140
Period of Report: 2010-01-28

Reporting Person: Dunleavy Charles F (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-01-28	Common Stock	A	50000	—	Acquired	128976	Direct
2010-01-28	Common Stock	A	70000	—	Acquired	198976	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-01-28	Employee Stock Option (Right to Buy)	$6.40	A	55000	Acquired	2020-01-27	Common Stock (55000)	Direct

Footnotes

F1: Represents shares of common stock granted under the Company's 2006 Stock Incentive Plan, which will vest in three equal annual installments beginning one year after date of grant.

F2: Represents shares of common stock granted under the Company's 2006 Stock Incentive Plan, which will vest based on performance criteria to be determined by the Board of Directors.

F3: Exercisable in five equal annual installments beginning one year after date of grant.