Ocean Power Technologies, Inc.

Regulatory Filings • May 1, 2025

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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): April 30, 2025

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 |
| Series
A Preferred Stock Purchase Rights | N/A | 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.☐

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Item 5.07 Submission of Matters to a Vote of Security Holders.

A Special Meeting of Stockholders (the “ Special Meeting ”) of Ocean Power Technologies, Inc. (the “ Company ”), was held on April 30, 2025. The voting results reported herein are the final, certified voting results for each proposal presented at the Special Meeting. At the Special Meeting, the following proposal was voted on by the stockholders of the Company: to approve an amendment to the Company’s Certificate of Incorporation to increase the number of authorized shares of common stock, par value $.001 per share, from 200,000,000 to 300,000,000. The results of the voting were as follows:

Number of Votes Voted For — 48,135,454	23,904,787	1,343,531

Item 8.01 Other Events.

On April 30, 2025, the Company issued a press release announcing a product shipment. A copy of the press release is attached hereto as Exhibit 99.1 and is hereby incorporated by reference.

On May 1, 2025, the Company issued an additional press release announcing a product shipment. A copy of the press release is attached hereto as Exhibit 99.2 and is hereby incorporated by reference.

Item 9.01 Financial Statements and Exhibits.

3.1	Certificate of Amendment to Certificate of Incorporation of the Company, filed with the Secretary of State of the State of Delaware on April 30, 2025.
99.1	Press release issued on April 30, 2025.
99.2	Press release issued on May 1, 2025.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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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:
April 30, 2025 |
| --- |
| OCEAN
POWER TECHNOLOGIES, INC. |
| /s/
Philipp Stratmann |
| Philipp
Stratmann |
| President
and Chief Executive Officer |

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