UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| (Address of principal executive offices) (Zip Code) |
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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:
| 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 |
Trading Symbol(s) |
Name of each exchange on which registered | ||
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 October 20, 2020, Sheryl Wilkerson was appointed as a member of the Board of Directors (the “Board”) of Energous Corporation (the “Company”), to serve until the 2021 annual meeting of stockholders or such time as a successor is duly elected.
Ms. Wilkerson will be compensated pursuant to the Company’s standard director compensation arrangement (provided that the initial equity award under this arrangement will be a restricted stock unit covering 34,460 shares of common stock and vesting over three years), and has entered into the Company’s standard indemnification agreement for directors. There are no arrangements or understandings between Ms. Wilkerson and any other person pursuant to which she was elected as a director. There are no transactions between the Company and Ms. Wilkerson that would require disclosure under Item 404(a) of Regulation S-K.
On October 20, 2020, the Company issued a press release regarding Ms. Wilkerson’s appointment, which is included as Exhibit 99.1 to this Form 8-K. The information in Exhibit 99.1 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in Exhibit 99.1 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit |
Description of Exhibit | |
| 99.1 | Press Release dated October 20, 2020 | |
| 104 | The cover page on this Current Report on Form 8-K, formatted in Inline XBRL | |
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.
| Date: October 26, 2020 | By: | /s/ Brian Sereda | ||||
| Brian Sereda | ||||||
| Senior Vice President and Chief Financial Officer |
Exhibit 99.1
Sheryl Wilkerson Ascends to Energous Board of Directors
SAN JOSE, Calif.—October 20, 2020— Today Energous Corporation (Nasdaq: WATT), the developer of WattUp®, a revolutionary wireless charging 2.0 technology, announced the appointment of Sheryl Wilkerson to its Board of Directors, effective immediately.
Wilkerson, currently vice president of government affairs at Michelin North America, has served as an advisor to Energous since 2018 and brings in-depth experience in both public and private sectors. Prior to her role at Michelin, Wilkerson was president of Willow, LLC, where she advised global wireless, telematics and automotive companies on government affairs, and as senior vice president of strategic planning and corporate services at Ygomi, which develops software for automated driving and ADAS.
Before joining the private sector, Wilkerson spent more than a decade in roles throughout the U.S. federal government, including the Senate and House of Representatives, Federal Judicial Center and the Federal Communications Commission, where she led the office of legislative and intergovernmental affairs and served as an advisor to the general counsel and chairman.
“Sheryl brings a wealth of experience working with the federal government as well as in corporate governance, two areas of focus for Energous as we continue to advance and evolve,” said Stephen R. Rizzone, president and CEO of Energous. “Sheryl has served on our Advisory Committee for two years and in this capacity facilitated our efforts at the FCC. We have a firsthand appreciation of the worth she adds to our organization and know she will be a very valuable addition to our Board of Directors.”
Wilkerson will serve alongside Rizzone and board members Robert J. Griffin, Dan Fairfax, Rahul Patel, Mike Noonen and Reynette Au.
“It has been an honor to serve as an advisor to Energous and I am thrilled to expand my involvement in the company’s leadership in the wireless charging 2.0 industry,” Wilkerson said. “Energous is a forward-looking company developing leading-edge technology, and I am excited to help guide its continued evolution.”
To learn more about Energous, please visit Energous.com or follow the company on Twitter, Facebook and LinkedIn.
About Energous Corporation
Energous Corporation (Nasdaq: WATT) is the global leader of Wireless Charging 2.0 technology. Its award-winning WattUp® solution is the only technology that supports both contact and distance charging through a fully compatible ecosystem. Built atop fast, efficient and highly scalable RF-based charging technology, WattUp is positioned to offer substantial improvements over older, first generation coil-based charging technologies in power, efficiency, foreign device detection, freedom of movement and overall cost for consumer electronics, medical devices, retail, military, industrial/commercial IoT, automotive, military, retail and industrial applications. Energous develops silicon-based wireless power transfer (WPT) technologies and customizable reference designs, and provides worldwide regulatory assistance, a reliable supply chain, quality assurance, and sales and technical support to global customers. The company received the world’s first FCC Part 18 certification for at-a-distance wireless charging and has been awarded 227 patents for its WattUp wireless charging technology to-date. For more information, please visit Energous.com.
Safe Harbor Statement
This press release contains forward-looking statements that describe our future plans and expectations. These statements generally use terms such as “believe,” “expect,” “may,” “will,” “should,” “could,” “seek,” “intend,” “plan,” “estimate,” “anticipate” or similar terms. Examples of our forward-looking statements in this release include our statements about technology developments, partner product development and wireless charging innovation. Our forward-looking statements speak only as of this date; they are based on current expectations and we undertake no duty to update them. Factors that could cause actual results to differ from what we expect include: the impact of the COVID-19 outbreak on the U.S. and global economies generally and on our business, regulatory approvals, product development, employees, partners, customers and potential user base; uncertain timing of necessary regulatory approvals; timing of customer product development and market success of customer products; our dependence on distribution partners; and intense industry competition. We urge you to consider those factors, and the other risks and uncertainties described in our most recent annual report on Form 10-K and subsequent quarterly reports on Form 10-Q, in evaluating our forward-looking statements.
Contacts
For more information:
Energous Public Relations
PR@energous.com
(408) 963-0200
Energous Investor Relations
Mike Bishop
(415) 894-9633
IR@energous.com