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Ocean Power Technologies (OPTT) DEF 14A Filings

OPTT NYSE

Here are the DEF 14A proxy statements from Ocean Power Technologies, Inc. (OPTT) in our archive over the last 12 months, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A DEF 14A covers the proxy statement, with executive pay and the shareholder votes, so if you follow OPTT and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full OPTT filings page.

Rhea-AI Summary

Ocean Power Technologies, Inc. (OPTT) asks stockholders to approve three proposals for a virtual special meeting on November 24, 2026: issuance of common stock beyond the 19.99% cap based on shares outstanding when the Series D notes were issued, discretionary reverse-split authority, and adjournment if more proxies are needed. The notes total $7,797,343, bear 4.5% annual interest (13% after an event of default), mature October 1, 2027, and convert at $2.45 or an alternative price equal to 93% of the lowest VWAP during the seven trading days before conversion.

Assuming all notes converted on the Record Date at the Conversion Price, OPTT estimates 3,182,589 conversion shares, approximately 25.9% of the 12,276,748 shares that would then have been outstanding. The company says approval is required for full conversion; without it, it anticipates alternative debt repayment, likely on less favorable terms. The proposed split may be set at no greater than 6.6-for-1 and must be implemented within one year of the meeting or abandoned. OPTT cites NYSE American rules that would trigger automatic delisting if its share price fell below $0.25 after July 1, 2027, and says it cannot assure a higher price would be sustained.

The Board recommends “FOR” each proposal; each requires a majority of shares represented and entitled to vote.

Rhea-AI Summary

Ocean Power Technologies, Inc. has called a virtual special stockholders meeting on September 10, 2026 to seek authorization for its Board to amend the Certificate of Incorporation to effect a reverse stock split of the common stock at a ratio between 5-for-1 and 50-for-1, at any time within one year. A second proposal would permit adjournment of the meeting to solicit additional proxies if support for the reverse split is insufficient. Holders of common stock at the August 3, 2026 record date may vote one vote per share.

The stated goals are to increase the trading price of the stock, support continued listing on the NYSE American in light of rules that may trigger automatic delisting below $0.25 after October 1, 2026, and broaden institutional interest. The company notes that voting and other rights should remain proportionate after the split, fractional shares will be rounded up to a whole share, and incentive awards, convertible securities and Section 382 Tax Benefits Preservation Plan terms will be adjusted proportionately. As of the record date, 270,138,823 common shares were outstanding, with directors and officers collectively holding about 3,445,849 shares (1.3%). The Board unanimously recommends voting “FOR” both proposals.

Rhea-AI Summary

Ocean Power Technologies, Inc. is asking stockholders to vote at its 2025 Annual Meeting, to be held virtually on January 27, 2026. Stockholders of record as of December 1, 2025, when 192,454,036 shares of common stock were outstanding, may vote by mail, phone, Internet, or during the live webcast.

Investors are being asked to elect five directors, including three incumbents and two new nominees, approve amendments to the Amended & Restated 2015 Omnibus Incentive Plan to raise the share pool from 27,282,036 to 32,282,036 and modify grant and tax withholding terms, and approve a Charter Amendment to increase authorized common stock from 300,000,000 to 400,000,000. Stockholders will also vote on ratifying Baker Tilly LLP as auditor for the year ending April 30, 2026 and on a non-binding advisory resolution approving executive compensation. The Board recommends voting in favor of all proposals and all director nominees.