--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-23-171146" form_type: "8-K" ticker: "WATT" cik: "0001575793" company_name: "Energous Corp" filed_at: "2023-06-21T23:59:59+00:00" generated_at: "2026-06-13T20:00:49.334236+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.65 calibrated_materiality_score: 0.65 confidence: "high" source: SEC EDGAR --- # Energous shareholders approve reverse stock split up to 1-for-20; authorized share increase fails ## Summary - Reverse stock split approved with 46.9M votes for, 5.6M against; ratio not to exceed 1-for-20. - Proposal to increase authorized shares (2x reverse split ratio) failed with 44.8M for, 7.7M against. - All six director nominees elected: Au, Patel, Wilkerson, Dodson, Roberson, Johnston. - Ratification of Marcum LLP as auditor passed with 51.5M votes. - Amendments to 2013 Equity Incentive Plan and Employee Stock Purchase Plan approved. ## SEC filing metadata - accession: 0001193125-23-171146 - form_type: 8-K - ticker: WATT - cik: 0001575793 - company_name: Energous Corp - filed_at: 2023-06-21T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.65 - calibrated_materiality_score: 0.65 - confidence: high - sec_items: 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1575793/000119312523171146/0001193125-23-171146-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1575793/000119312523171146/d524618d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-23-171146 - JSON: https://secwatch.observer/filing/0001193125-23-171146.json - Plain text: https://secwatch.observer/filing/0001193125-23-171146.txt ## Key facts - Shareholder Votes Energous Corp shareholders rejected Amendment to the certificate of incorporation to increase the number of authorized shares of common stock to the current amount multiplied by 2x the final reverse stock split ratio at the 2023-06-14 meeting. - Proposal: charter amendment - Outcome: failed - Meeting: 2023-06-14 source text: Holders of the Company’s common stock did not approve an amendment to the Company’s certificate of incorporation to effect an effective increase in the number of authorized shares of common stock to a number that is calculated as the current authorized common share amount multiplied by 2x (two times) the final reverse stock split ratio, as follows: Shares voted in favor: 44,760,888 Shares voted against: 7,730,487 Shares abstaining: 587,549 evidence_url: https://www.sec.gov/Archives/edgar/data/1575793/000119312523171146/0001193125-23-171146-index.htm - Shareholder Votes Energous Corp shareholders approved Ratify the appointment of Marcum LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023 at the 2023-06-14 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-06-14 source text: Holders of the Company’s common stock voted to ratify the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023, as follows: Shares voted in favor: 51,454,641 Shares voted against: 1,289,620 Shares abstaining: 334,663 evidence_url: https://www.sec.gov/Archives/edgar/data/1575793/000119312523171146/0001193125-23-171146-index.htm - Shareholder Votes Energous Corp shareholders approved Election of five members of the Board of Directors at the 2023-06-14 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-06-14 source text: Holders of the Company’s common stock voted to elect five members of the Board of Directors to serve until the next annual meeting of stockholders and until their successors are duly elected and qualified, as follows: Name For Withheld Broker Non-Votes Reynette Au 21,122,033 4,197,870 27,759,021 Rahul Patel 21,349,806 3,970,097 27,759,021 Sheryl Wilkerson 20,621,708 4,698,195 27,759,021 J. Michael Dodson 22,018,833 3,301,070 27,759,021 David Roberson 22,000,856 3,319,047 27,759,021 Cesar Johnston 21,695,942 3,623,961 27,759,021 evidence_url: https://www.sec.gov/Archives/edgar/data/1575793/000119312523171146/0001193125-23-171146-index.htm - Shareholder Votes Energous Corp shareholders approved Amendment to the certificate of incorporation to effect a reverse stock split by a ratio not to exceed 1-for-20 at the 2023-06-14 meeting. - Proposal: reverse split - Outcome: passed - Meeting: 2023-06-14 source text: Holders of the Company’s common stock approved an amendment to the Company’s certificate of incorporation to effect a reverse stock split by a ratio not to exceed 1-for-20, as follows: Shares voted in favor: 46,869,487 Shares voted against: 5,629,203 Shares abstaining: 580,234 evidence_url: https://www.sec.gov/Archives/edgar/data/1575793/000119312523171146/0001193125-23-171146-index.htm - Shareholder Votes Energous Corp shareholders approved Amend and restate the Company's Employee Stock Purchase Plan at the 2023-06-14 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-06-14 source text: Holders of the Company’s common stock voted to amend and restate the Company’s Employee Stock Purchase Plan, as follows: Shares voted in favor: 20,893,226 Shares voted against: 4,037,825 Shares abstaining: 388,852 Broker non-votes: 27,759,021 evidence_url: https://www.sec.gov/Archives/edgar/data/1575793/000119312523171146/0001193125-23-171146-index.htm - Shareholder Votes Energous Corp shareholders approved Non-binding advisory vote to approve the compensation paid by the Company to its named executive officers at the 2023-06-14 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-06-14 source text: Holders of the Company’s common stock voted to approve, by a non-binding advisory vote, the compensation paid by the Company to its named executive officers, as follows: Shares voted in favor: 20,237,588 Shares voted against: 4,609,498 Shares abstaining: 472,817 Broker non-votes: 27,759,021 evidence_url: https://www.sec.gov/Archives/edgar/data/1575793/000119312523171146/0001193125-23-171146-index.htm - Shareholder Votes Energous Corp shareholders approved Amend and restate the Company's 2013 Equity Incentive Plan at the 2023-06-14 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-06-14 source text: Holders of the Company’s common stock voted to amend and restate the Company’s 2013 Equity Incentive Plan, as follows: Shares voted in favor: 19,869,141 Shares voted against: 5,021,314 Shares abstaining: 429,448 Broker non-votes: 27,759,021 evidence_url: https://www.sec.gov/Archives/edgar/data/1575793/000119312523171146/0001193125-23-171146-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.