UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| 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.
| Exhibit No. |
Description | |
| 99.1 | Press release, dated March 26, 2024 | |
| 104 | Cover Page Interactive Data File (embedded as Inline XBRL document) |
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 | |