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Energous (WATT) stockholders back 2024 equity plan and elect directors

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Energous Corporation reported the results of its 2026 Annual Meeting of Stockholders, held virtually on June 11, 2026. Stockholders approved an amendment and restatement of the 2024 Equity Incentive Plan to increase the number of authorized shares available under the plan by 300,000 shares, effective immediately upon approval.

All four director nominees were elected, and stockholders ratified the appointment of BPM LLP as independent registered public accounting firm for the year ending December 31, 2026. Stockholders also approved the amended and restated 2024 Equity Incentive Plan, which governs equity-based compensation awards for eligible participants.

Positive

  • None.

Negative

  • None.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Equity plan share increase 300,000 shares Authorized increase under 2024 Equity Incentive Plan
Votes represented 3,029,147 votes Votes represented at 2026 Annual Meeting; 55.06% of eligible
Quorum percentage 55.06% Percentage of votes entitled to be cast represented at meeting
Auditor ratification votes for 2,832,289 votes Votes for BPM LLP as independent registered public accounting firm
Equity plan approval votes for 896,053 votes Votes for amended and restated 2024 Equity Incentive Plan
Broker non-votes on equity plan 1,836,154 votes Broker non-votes on Proposal 3
Equity Incentive Plan financial
"stockholders approved an amendment and restatement of the Energous Corporation Amended and Restated 2024 Equity Incentive Plan"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
independent registered public accounting firm financial
"Ratification of the appointment of BPM LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
Broker Non-Votes financial
"Votes For | | Votes Against | | Abstentions | | Broker Non-Votes"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
quorum financial
"there were 3,029,147 votes represented either in person or by proxy, or 55.06% of the votes entitled to be cast at the Annual Meeting, which represented a quorum"
A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.
virtual meeting online via live audio webcast technical
"held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”) as a virtual meeting online via live audio webcast"
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false 0001575793 0001575793 2026-06-11 2026-06-11 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

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): June 11, 2026

 

 

 

ENERGOUS CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

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

 

 

 

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. ¨

 

 

 

 

 

 

Item 5.02.Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On June 11, 2026, Energous Corporation d/b/a Energous Wireless Power Solutions (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”) as a virtual meeting online via live audio webcast, at which the Company’s stockholders approved an amendment and restatement of the Energous Corporation Amended and Restated 2024 Equity Incentive Plan (the “2024 Plan”). The 2024 Plan was amended to increase the number of authorized shares under the 2024 Plan by 300,000 shares. The amendment to the 2024 Plan became effective immediately upon stockholder approval at the Annual Meeting.

 

A summary of the material terms of the 2024 Plan is set forth in the Company’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 29, 2026 (the “Proxy Statement”). The summaries of the 2024 Plan set forth above and in the Proxy Statement are qualified in their entirety by reference to the full text of the 2024 Plan, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

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

 

The Annual Meeting was held on June 11, 2026, as a virtual meeting online via live audio webcast. At the Annual Meeting, there were 3,029,147 votes represented either in person or by proxy, or 55.06% of the votes entitled to be cast at the Annual Meeting, which represented a quorum. The Company’s stockholders voted on, and approved, the following proposals at the Annual Meeting:

 

Proposal 1.  Election of four directors to the Board of Directors to serve until the 2027 Annual Meeting of Stockholders and until their respective successors are elected and qualified.

 

Nominee  Votes For  Votes Withheld  Broker Non-Votes
David Roberson  1,004,683  188,310  1,836,154
Mallorie Burak  1,004,109  188,884  1,836,154
J. Michael Dodson  1,004,537  188,456  1,836,154
Rahul Patel  1,003,859  189,134  1,836,154

 

Proposal 2.  Ratification of the appointment of BPM LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026.

 

Votes For  Votes Against  Abstentions  Broker Non-Votes
2,832,289  3,002  193,856 

 

Proposal 3.  Approval of the Energous Corporation Amended and Restated 2024 Equity Incentive Plan.

 

Votes For  Votes Against  Abstentions  Broker Non-Votes
896,053  99,667  197,273  1,836,154

 

Item 9.01.Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
10.1   Energous Corporation Amended and Restated 2024 Equity Incentive Plan.
104   Cover Page Interactive Data File (embedded as Inline XBRL document)

 

 

 

 

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
     
Date: June 12, 2026 By: /s/ Mallorie Burak
  Name: Mallorie Burak
  Title: Chief Executive Officer and Chief Financial Officer

 

 

 

FAQ

What did Energous (WATT) stockholders approve at the 2026 Annual Meeting?

Stockholders approved an amended and restated 2024 Equity Incentive Plan and elected four directors. They also ratified BPM LLP as the independent registered public accounting firm for the year ending December 31, 2026, confirming key governance and compensation arrangements.

How many additional shares were authorized under Energous’ 2024 Equity Incentive Plan?

The 2024 Equity Incentive Plan was amended to increase authorized shares by 300,000. These additional shares support future equity awards under the plan, aligning compensation with stock performance for eligible participants, subject to the plan’s existing terms and conditions.

Did Energous (WATT) have a quorum at its 2026 Annual Meeting of Stockholders?

Yes, Energous reached a quorum with 3,029,147 votes represented in person or by proxy. This represented 55.06% of the votes entitled to be cast, allowing the company to conduct official business and vote on the meeting proposals.

Were Energous’ director nominees elected at the 2026 Annual Meeting?

All four nominees—David Roberson, Mallorie Burak, J. Michael Dodson, and Rahul Patel—were elected to the Board. Each received more votes for than withheld, with substantial broker non-votes reflecting shares not entitled to vote on the election proposals.

Did Energous stockholders ratify BPM LLP as auditor for 2026?

Stockholders ratified BPM LLP as Energous’ independent registered public accounting firm for the year ending December 31, 2026. The vote totaled 2,832,289 for, 3,002 against, and 193,856 abstentions, with no broker non-votes reported on this proposal.

How did Energous (WATT) stockholders vote on the amended 2024 Equity Incentive Plan?

For the amended and restated 2024 Equity Incentive Plan, 896,053 votes were cast for, 99,667 against, and 197,273 abstained, with 1,836,154 broker non-votes. This approval increased the plan’s authorized share pool by 300,000 shares for future equity awards.

Filing Exhibits & Attachments

4 documents