Item 5.07 Submission of Matters to a Vote of Security Holders.
The annual meeting of the stockholders ofOcean Power Technologies, Inc. (the "Company") for the year endedApril 30, 2020 (the "Annual Meeting") was held onDecember 23, 2020 .
At the Annual Meeting, the following proposals were voted on by the stockholders of the Company.
1) To elect five persons to the Company's Board of Directors (the"Board");
2) To approve an amendment to the 2015 Omnibus Incentive Plan (the "2015 Plan")
to increase the number of shares of the Company's common stock available for
grant under the 2015 Plan from 732,036 to 1,332,036 in order to ensure that
adequate shares will be available under the 2015 Plan for future grants and
to make certain other amendments to the 2015 Plan regarding award threshold
limits;
3) To consider and take action on the ratification of the selection of
firm for fiscal year 2021;
4) To vote on an advisory resolution to approve the Company's executive officer
compensation; and 5) To approve the issuance of additional shares of common stock toAspire Capital Fund, LLC pursuant to Nasdaq Listing Rule 5635(d). Five directors were elected for terms expiring on the date of the annual meeting for the year endedApril 30, 2021 . As to each nominee for director, the results of the voting were as follows: Number of Votes Number of Votes Number of Broker Name of Nominee Voted For Withheld Non-Votes Terence J. Cryan 5,593,315 323,972 - George H. Kirby III 5,609,836 307,451 - Clyde W. Hewlett 5,704,568 212,719 - Diana G. Purcell 5,661,464 255,823 - Peter E. Slaiby 5,720,193 197,094 -
The result of the vote to approve an amendment to the 2015 Plan to increase the number of shares of the Common Stock available for grant under the 2015 Plan from 732,036 to 1,332,036 in order to ensure that adequate shares will be available under the 2015 Plan for future grants and to make certain other amendments to the 2015 Plan regarding award threshold limits was as follows: Number of Votes Number of Votes Number of Votes Number of Voted For Voted Against Abstaining Broker Non-Votes 4,866,491 804,036 246,760 8,600,844 The result of the vote to ratify the selection ofEisnerAmper LLP as the Company's independent registered public accounting firm for fiscal year 2021 was as follows: Number of Votes Number of Votes Number of Votes Number of Voted For Voted Against Abstaining Broker Non-Votes 13,893,647 223,615 400,869 -
The result of the vote on the advisory resolution to approve the Company's executive officer compensation was as follows:
Number of Votes Number of Votes Number of Votes Number of Voted For Voted Against Abstaining Broker Non-Votes 4,478,976 1,075,261 363,050 8,600,844 The result of the vote on the resolution to approve the issuance of additional shares of common stock toAspire Capital Fund, LLC pursuant to Nasdaq Listing Rule 5635(d) was as follows: Number of Votes Number of Votes Number of Votes Number of Voted For Voted Against Abstaining Broker Non-Votes 4,978,376 724,556 214,355 8,600,844 Item 8.01 Other Events. Immediately following the Annual Meeting, the Board reconstituted the membership of its four standing committees. The Audit Committee now consists ofDiana G. Purcel (Chairwoman),Terence J. Cryan andPeter E. Slaiby . The Board also determined thatMs. Purcel is an "audit committee financial expert" within the meaning of the regulations of theSecurities and Exchange Commission . The Compensation Committee now consists ofMr. Cryan (Chairman) andMs. Purcel .The Nominating and Corporate Governance Committee now consists ofMr. Cryan (Chairman) andMs. Purcel . The Health, Safety and Environment Committee now consists ofClyde W. Hewlett (Chairman), George H. Kirby III, andMr. Slaiby , as well as Chris Bukoksy andLorren Livingston , as the two representatives of the Company's senior management team on this committee. OnDecember 23, 2020 , the Company issued a press release announcing the election of the new directors on the Board, as well as the other results of the Annual Meeting. A copy of the press release is filed herewith as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
99.1 Press release dated
Meeting.
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