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): March 24, 2024
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 210
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 Officer. |
Effective March 24, 2024 (the “Effective Date”), Cesar Johnston is no longer serving as President and Chief Executive Officer of Energous Corporation (the “Company”). Mr. Johnston will remain a member of the Company’s Board of Directors (the “Board”). The Board has initiated a search to identify a permanent successor as chief executive officer of the Company.
As of the Effective Date, the Board appointed Mallorie Burak, the Company’s Chief Financial Officer, to also serve as interim principal executive officer until the appointment of a permanent replacement chief executive officer for the Company. In connection with her dual service as Chief Financial Officer and principal executive officer, Ms. Burak will receive a special bonus of $75,000 payable as a lump sum within 30 days following the Effective Date. In addition, the Board established an Office of the Chair, composed of Reynette Au, Chair of the Board, and Ms. Burak. The Office of the Chair will oversee strategic planning and direction of the Company, working closely with the Board, the senior leadership team, and other stakeholders to deliver the strategic mission of the Company.
In connection with his cessation as an officer of the Company, Mr. Johnston will be entitled to receive the benefits and payments set forth in the Amended and Restated Severance and Change in Control Agreement, dated December 6, 2021, between the Company and Mr. Johnston, subject to the terms and conditions set forth therein.
| Item 7.01. | Regulation FD Disclosure. |
On March 26, 2024, the Company issued a press release announcing the leadership changes outlined above. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
The information in this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
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: March 26, 2024 | By: | /s/ Mallorie Burak |
| | Name: | Mallorie Burak |
| | Title: | Chief Financial Officer |
