Ocean Power Technologies (OPTT) Proxy filing summary

Executive summary

• Special meeting scheduled for September 10, 2026, to vote on a reverse stock split and potential adjournment to solicit more proxies if needed.

• Reverse split proposal allows the Board to set a ratio between 5-for-1 and 50-for-1 within one year of approval.

• Main goal is to maintain NYSE American listing and improve marketability and liquidity of shares.

• Board unanimously recommends voting in favor of both proposals.

Voting matters and shareholder proposals

• Proposal 1: Authorize Board to amend Certificate of Incorporation for a reverse stock split at a ratio determined by the Board.

• Proposal 2: Approve adjournment of the meeting if more time is needed to solicit proxies for Proposal 1.

• Both proposals require a majority of shares represented at the meeting to pass.

• Brokers may vote shares on these routine matters if no instructions are given.

• Deadlines and procedures for shareholder proposals and director nominations for the 2026 Annual Meeting are specified.

Board of directors and corporate governance

• Board has sole discretion to implement the reverse split within one year of approval.

• Board members and executive officers' beneficial ownership of shares is disclosed.

• Board is not responding to any takeover attempt with this proposal.