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, 2018
Ocean
Power Technologies, Inc.
(Exact name of registrant as specified in its charter)
| Delaware (State or other jurisdiction of incorporation) |
001-33417 (Commission File Number) |
22-2535818 (I.R.S. Employer Identification No.) |
| 28
Engelhard Drive, Suite B Monroe Township, New Jersey (Address of principal executive offices) |
08831 (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)) |
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 8.01 | Other Events. |
On April 30, 2018, Ocean Power Technologies, Inc. (the “Company”) was notified by the Staff of the Division of Enforcement of the Securities and Exchange Commission that the Staff concluded its previously disclosed investigation of the Company and does not intend to recommend that an enforcement action be brought against the Company. The letter further states that the notice is provided under the guidelines set out in the final paragraph of Securities Act Release No. 5310, which states in part that the notice “must in no way be construed as indicating that the party has been exonerated or that no action may ultimately result from the staff’s investigation.”
On May 3, 2018, the Company issued a press release announcing the receipt of the notice. A copy of the press release is filed herewith as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits. |
| Exhibits | ||
| *99.1 | Press release dated May 3, 2018. | |
| * Filed herewith. | ||
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 thereunto duly authorized.
| Ocean Power Technologies, Inc. | |
| Dated: May 3, 2018 | /s/ George H. Kirby |
| George H. Kirby | |
| President and Chief Executive Officer |
Exhibit Index
| *99.1 | Press release dated May 3, 2018. |
* Filed herewith.
Exhibit 99.1
 |
NEWS RELEASE |
SEC Concludes Investigation of OPT and
Recommends No Enforcement Action
Monroe Township, N.J., May 3, 2018 (GLOBE NEWSWIRE) -- Ocean Power Technologies, Inc. (NASDAQ: OPTT) announced today that the staff of the Division of Enforcement (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) advised the Company on April 30, 2018 that the Staff concluded its investigation of the Company and does not intend to recommend to the Commission that an enforcement action be brought against the Company. The investigation was related to a project that was terminated in July 2014 and a public offering that was conducted in April 2014. The Company fully cooperated with the agency throughout the three-year investigation.
George Kirby, President and Chief Executive Officer of Ocean Power Technologies commented, “The resolution of the SEC investigation is one of the final steps in OPT’s efforts to favorably resolve legacy issues. The Company is well-positioned for future growth and can focus its efforts on scaling up the business to meet future demand and customer needs.”
About Ocean Power Technologies
Headquartered in Monroe Township, New Jersey, Ocean Power Technologies aspires to transform the world through durable, innovative and cost-effective ocean energy solutions. Its PB3 PowerBuoy™ uses ocean waves to provide clean and reliable electric power and real-time communications for remote offshore applications in markets such as oil and gas, defense, security, science and research, and communications.
To learn more, visit www.oceanpowertechnologies.com.
Forward-Looking Statements
This release may contain “forward-looking statements” that are within the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are identified by certain words or phrases such as “may”, “will”, “aim”, “will likely result”, “believe”, “expect”, “will continue”, “anticipate”, “estimate”, “intend”, “plan”, “contemplate”, “seek to”, “future”, “objective”, “goal”, “project”, “should”, “will pursue” and similar expressions or variations of such expressions. These forward-looking statements reflect the Company’s current expectations about its future plans and performance. These forward-looking statements rely on a number of assumptions and estimates which could be inaccurate and which are subject to risks and uncertainties. Actual results could vary materially from those anticipated or expressed in any forward-looking statement made by the Company. Please refer to the Company’s most recent Forms 10-Q and 10-K and subsequent filings with the SEC for a further discussion of these risks and uncertainties. The Company disclaims any obligation or intent to update the forward-looking statements in order to reflect events or circumstances after the date of this release.
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Investor Relations Contact:
Jackie Marcus or Steve Calk
Email: OPTT@alpha-ir.com
Phone: 312-445-2870
Media Contact:
Marilyn Vollrath
Reputation Partners, LLC
Phone: (414) 376-8834i
Email: Marilyn@reputationpartners.com
Ocean Power Technologies, Inc.