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Ocean Power Technologies Announces Appointment of Advisory Board Members to Support the Board of Directors

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Ocean Power Technologies (NYSE: OPTT) has appointed three Advisory Board Members following its 2024 Annual Meeting of Stockholders. The appointees include Natalie Lorenz-Anderson, a MIT Board of Trustees Member with cybersecurity expertise, and two decorated Naval Veterans - Rear Admirals Joseph A. DiGuardo and Victorino Mercado.

The Advisory Board Members will provide guidance on operations and strategic plans, with compensation through equity grants determined by the Board. Lorenz-Anderson previously served on the Board but stepped down due to other commitments. DiGuardo and Mercado were former Board consultants.

Additionally, the company granted an inducement award to Tracy Pagliara, the new Senior VP and General Counsel, consisting of 75,000 restricted shares vesting equally over two years under the Employment Inducement Incentive Award Plan.

Ocean Power Technologies (NYSE: OPTT) ha nominato tre membri del Consiglio Consultivo dopo l'Assemblea Annuale degli Azionisti del 2024. I nuovi membri includono Natalie Lorenz-Anderson, membro del Consiglio di Amministrazione del MIT con esperienza in cybersecurity, e due decorati veterani navali - gli Ammiragli Joseph A. DiGuardo e Victorino Mercado.

I membri del Consiglio Consultivo forniranno orientamenti sulle operazioni e sui piani strategici, con compensi tramite concessioni azionarie determinate dal Consiglio. Lorenz-Anderson in precedenza era membro del Consiglio ma si è dimessa a causa di altri impegni. DiGuardo e Mercado erano ex consulenti del Consiglio.

Inoltre, l'azienda ha conferito un premio di induzione a Tracy Pagliara, il nuovo VP Senior e Consigliere Generale, consistente in 75.000 azioni ristrette che matureranno equamente nel corso di due anni secondo il Piano di Incentivazione all'Assunzione.

Ocean Power Technologies (NYSE: OPTT) ha nombrado a tres miembros de la Junta Asesora tras su Junta Anual de Accionistas de 2024. Los nombrados incluyen a Natalie Lorenz-Anderson, miembro de la Junta de Fideicomisarios del MIT con experiencia en ciberseguridad, y a dos veteranos navales condecorados: los Almirantes Joseph A. DiGuardo y Victorino Mercado.

Los miembros de la Junta Asesora proporcionarán orientación sobre las operaciones y planes estratégicos, con compensación a través de concesiones de acciones determinadas por la Junta. Lorenz-Anderson había servido previamente en la Junta, pero renunció debido a otros compromisos. DiGuardo y Mercado fueron consultores anteriores de la Junta.

Además, la empresa otorgó un premio de inducción a Tracy Pagliara, el nuevo VP Senior y Consejero General, consistente en 75,000 acciones restringidas que se adjudicarán equitativamente durante dos años bajo el Plan de Incentivos por Inducción al Empleo.

오션 파워 테크놀로지스 (NYSE: OPTT)는 2024년 주주 연례 회의 이후 세 명의 자문 위원회를 임명했습니다. 임명된 위원은 사이버 보안 전문 지식을 가진 MIT 이사회의 나탈리 로렌츠-안더슨, 그리고 두 명의 훈장 수훈 해군 제독인 조셉 A. 디과르도빅토리노 메르카도입니다.

자문 위원회 위원들은 운영 및 전략 계획에 대한 지침을 제공하며, 보상은 이사회에서 결정된 주식 수여를 통해 이루어집니다. 로렌츠-안더슨은 이전에 이사회에서 활동했지만 다른 약속으로 인해 사임했습니다. 디과르도와 메르카도는 이전 이사회 자문가였습니다.

또한, 회사는 새로운 수석 부사장 겸 법률 고문인 트레이시 파글리아라에게 고용 유인 인센티브 상에 따라 2년 동안 고르게 베스팅되는 75,000주의 제한 주식을 포함한 유인 상을 부여했습니다.

Ocean Power Technologies (NYSE: OPTT) a nommé trois membres au Conseil Consultatif à la suite de sa Réunion Annuelle des Actionnaires de 2024. Les personnes nommées incluent Natalie Lorenz-Anderson, membre du Conseil de l’Université MIT ayant une expertise en cybersécurité, ainsi que deux vétérans de la Marine décorés - les Amiral Joseph A. DiGuardo et Victorino Mercado.

Les membres du Conseil Consultatif fourniront des conseils sur les opérations et les plans stratégiques, avec une rémunération par le biais de concessions d’actions déterminées par le Conseil. Lorenz-Anderson avait déjà servi au Conseil mais a démissionné en raison d’autres engagements. DiGuardo et Mercado étaient d’anciens consultants du Conseil.

De plus, la société a accordé une prime d'incitation à Tracy Pagliara, le nouveau VP Senior et Conseiller Général, consistant en 75 000 actions restreintes qui seront acquises progressivement sur deux ans dans le cadre du Plan d’Incentive d’Emploi.

Ocean Power Technologies (NYSE: OPTT) hat nach der Hauptversammlung der Aktionäre 2024 drei Mitglieder des Beirats ernannt. Zu den ernannten Mitgliedern gehört Natalie Lorenz-Anderson, ein Mitglied des Board of Trustees des MIT mit Expertise im Bereich Cybersicherheit, sowie zwei ausgezeichnete Marineveteranen - die Konteradmirale Joseph A. DiGuardo und Victorino Mercado.

Die Mitglieder des Beirats werden Anleitung für die Betriebsabläufe und strategischen Pläne geben, wobei die Vergütung durch Aktienzuteilungen erfolgt, die vom Board bestimmt werden. Lorenz-Anderson hat zuvor im Board gedient, trat jedoch aufgrund anderer Verpflichtungen zurück. DiGuardo und Mercado waren frühere Berater des Boards.

Zudem hat das Unternehmen Tracy Pagliara, den neuen Senior VP und General Counsel, einen Anreizpreis gewährt, der aus 75.000 eingeschränkten Aktien besteht, die über einen Zeitraum von zwei Jahren gleichmäßig fällig werden, im Rahmen des Employment Inducement Incentive Award Plan.

Positive
  • Appointment of highly qualified advisors with extensive government contracting and cybersecurity experience
  • Strategic alignment with US Department of Defense and Homeland Security projects
  • Equity-based compensation structure for advisors, preserving cash resources
Negative
  • Loss of Natalie Lorenz-Anderson as full Board member
  • Additional share dilution from inducement award grant of 75,000 restricted shares

The Appointment of a MIT Board of Trustees Member with Deep Cybersecurity and Government Contracting Experience and Two Highly Decorated Naval Veterans as Advisory Board Members Underscores the Company’s Commitment to US Government Projects

MONROE TOWNSHIP, N.J., Jan. 17, 2025 (GLOBE NEWSWIRE) -- Ocean Power Technologies, Inc. ("OPT" or "the Company") (NYSE American: OPTT), a leader in innovative and cost-effective low-carbon marine power, data, and service solutions, today announced that concurrent with the completion of the Company’s 2024 Annual Meeting of Stockholders on January 16, 2025, the OPT Board of Directors has appointed Natalie Lorenz-Anderson, Rear Admiral Joseph A. “Digger” DiGuardo and Rear Admiral Victorino “Vic” Mercado as Advisory Board Members. The Advisory Board Members will provide advice and recommendations to the OPT Board with respect to matters as the Board may from time-to-time request concerning operations, strategic plans and commercial plans.

Ms. Lorenz-Anderson previously served as a member of the Board but elected not to stand for re-election at the 2024 Annual Meeting due to increased demands on her time associated with other professional commitments, including her involvement in MIT. In addition, Mr. DiGuardo and Mr. Mercado previously served as consultants to the Board. At the invitation of our Board, the Advisory Board Members may attend Board meetings and selected Committee meetings. The Company will compensate Advisory Board Members for their services with equity grants only, the amount and timing of which shall be determined by the Board at its discretion.

Terence J. Cryan, Chairman of the Board of the Company expressed his enthusiasm for the Advisory Board Member appointments: “We are excited to have Natalie Lorenz-Anderson, Joseph “Digger” DiGuardo and Vic Mercado serve as Advisory Board Members. Their deep experience with US government contracting, naval operations, cyber, and compliance will provide immeasurable benefits to our Board as the Company continues to drive the implementation of its strategic plan, including the pursuit of government projects with the US Department of Defense and the Department of Homeland Security.”

See below for biographical information about each of the Advisory Board Members, which we believe makes each of them a valuable addition to the Company.

Natalie Lorenz-Anderson has served on the Board of Directors since December 2021, but did not stand for re-election at the 2024 Annual Meeting due to other professional commitments. Ms. Lorenz-Anderson is NACD Director Certified® and was named as a Director to Watch by Boards & Directors Magazine citing her expertise in Cybersecurity, Environment and Sustainability, and U.S. Government contracting. Ms. Lorenz-Anderson has over 40 years of experience with government contracting and various technology fields including cybersecurity, privacy, risk management, information technology, energy, and solutions management across multiple markets including Defense, National Security, Energy, Environment, and Health including 18 years as a Partner and Senior VP with Booz Allen Hamilton Inc. She is a limited partner and advisory member of the Board of Safar Partners LLC, a seed-stage technology venture fund focusing on clean energy, AI, and health sciences (since 2019), a Board director for 247Solar Inc, commercializing a combined heat and power solar energy solution for multiple global markets (since 2021). She is the President of the MIT Alumni Association Board of Directors, and Ex-Officio member of the MIT Board of Trustees as well as a member of the MIT Institute for Data, Systems and Society (IDSS) Visiting Committee. She previously served as a member of the Whiting School of Engineering Advisory Board (2011-2022), and a member of the Board and Executive Committee (since 2008) and former Chair of the Board for AFCEA International, an association that enables military, government, industry and academia to align technology to meet the needs of those who serve in critical areas, which include defense, security, cyber and intelligence (from 2008-2010), From 2017 to Present, Ms. Lorenz-Anderson has been working with 247Solar Inc, currently serving as the Chief Operating Officer. From 1984 until 2017, Ms. Lorenz-Anderson enjoyed a career in Cybersecurity and DoD/classified markets business leader with Booz Allen Hamilton, holding multiple US DoD clearances for over 30 years. Ms. Lorenz-Anderson obtained her Bachelor of Science degree in Electrical Engineering from MIT in 1984 and Master of Science degree in Electrical Engineering from John Hopkins University in 1989.

Rear Admiral Joseph A. “Digger” DiGuardo Jr. is a highly accomplished senior executive leader with over three decades of distinguished service in national security, counterterrorism, and counter-proliferation. As a retired Rear Admiral in the U.S. Navy, Mr. DiGuardo culminated his military career leading the Navy Expeditionary Combat Command (NECC), overseeing 20,000 active and reserve personnel and a budget of $2.1B annually. His leadership spanned complex, high-risk operations, including special operations to Counter Weapons of Mass Destruction (CWMD) mission, Counter Terrorism, Navy Expeditionary Operations and Fleet support worldwide. Prior to that he was the Director, U.S. Special Operations Command (USSOCOM J10) Countering Weapons of Mass Destruction (CWMD) Directorate and the DoD CWMD Coordinating Authority with responsibility to plan, assess, and recommend global CWMD priorities aligned to National Defense Strategy and coordinate with U.S. Government and Foreign Agencies to disrupt state and non- state proliferation and terrorism.

Currently, Mr. DiGuardo is the Principal of DiggerWorks Consulting, where he advises clients and Boards of Directors on National Security Strategy and Policy, Unmanned Systems, Technology Integration, Counter WMD, Counter Proliferation/Non-Proliferation and U.S. Government priorities. He is a Director at the Nevada National Security Sites (NNSS), a National Laboratory under the Department of Energy. He also serves as a Fellow at the American College of National Security Leaders (ACNSL), responding to questions directly from the National Security Council (NSC) and is the Warfare Chair of the Undersea Warfare Academic Group at the Naval Postgraduate School, further contributing to national security thought leadership and academia.

Rear Admiral Victorino “Vic” Mercado has served as a special advisor to our Board since November 2023. He served as U.S. Assistant Secretary of Defense for Strategy, Plans, and Capabilities from July 2019 to January 2021, after being confirmed by the U.S. Senate. In this role, he was a principal advisor to the U.S. Department of Defense on national security and defense strategies, and the plans and future capability investments required to implement the strategies. From January until July 2019, he served as Deputy Assistant Secretary of Defense for Plans and Posture. Prior to serving in the U.S. Department of Defense as a senior civilian, he served 35 years in the U.S. Navy and retired as a two-star Rear Admiral. His naval career included a range of senior command and staff positions.  

His last tour on active duty from September 2016 to August 2018 was as Director of Maritime Operations for the U.S. Pacific Fleet where he managed the daily Navy operations within the world’s largest naval area of responsibility – encompassing the West Coast of the U.S. outward to the Indian Ocean. His other flag officer tours include Deputy Director, Surface Warfare Division (N96B) and Director, Assessments Division (N81) on the staff of the Chief of Naval Operations, Vice Director, Strategy, Plans, and Policy at U.S. Central Command and command of Carrier Strike Group 8.

His military career includes a broad variety of significant assignments. In the Navy, he commanded Destroyer Squadron 21 and USS DECATUR (DDG 73) where he was a member of the first aircraft carrier strike group to deploy from the U.S. in response to the terrorist attacks of 9/11. On the Joint Staff, he served as the Joint Staff lead in the Joint Chiefs of Staff Strategy Group, as Assistant Deputy Director of Global Strategic Partnerships (J-5), as Executive Assistant to the Director of Strategic Plans and Policy (J-5), and Executive Assistant to the Chairman of the Joint Chiefs of Staff. He also served as a National Defense Fellow for Senator Edward M. Kennedy and as the military assistant to the Deputy Secretary of Defense.

He is a National Association of Corporate Directors (NACD) Certified Director and is a member (since July 2021) of the Board of Directors of Momentus Inc (NASDAQ: MNTS) where he chairs the Nominating and Corporate Governance and Security Committees of the Board. He is also a Partner with IBM Federal Defense Consulting.

INDUCEMENT AWARD GRANT

In connection with the completion of the 2024 Annual Meeting, the Company also granted an inducement award to Tracy Pagliara, the Company’s new Senior Vice President, General Counsel & Corporate Secretary. This award was granted under the Ocean Power Technologies, Inc. Employment Inducement Incentive Award Plan (the “Plan”), which was amended on February 11, 2022, to increase the shares of Company common stock available for issuance pursuant to equity awards granted under the Plan to 275,000.

The Compensation Committee of the Company’s Board of Directors granted the inducement award pursuant to Section 711 of the NYSE American Company Guide, consisting of 75,000 restricted shares of the Company’s common stock vesting equally over two years. The award is subject to the same terms and conditions as the equity awards to other officers under the Company’s amended and restated 2015 Omnibus Incentive Plan. This award was made as an inducement, material to obtain the employee’s acceptance of employment with the Company.

ABOUT OCEAN POWER TECHNOLOGIES

OPT provides intelligent maritime solutions and services that enable safer, cleaner, and more productive ocean operations for the defense and security, oil and gas, science and research, and offshore wind markets, including Merrows, which provides AI capable seamless integration of Maritime Domain Awareness Systems across platforms. Our PowerBuoy® platforms provide clean and reliable electric power and real-time data communications for remote maritime and subsea applications. We also provide WAM-V® autonomous surface vessels (ASVs) and marine robotics services. The Company’s headquarters is in Monroe Township, New Jersey, with an additional office in Richmond, California. To learn more, visit www.OceanPowerTechnologies.com.

FORWARD-LOOKING STATEMENTS

This release may contain forward-looking statements that are within the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are identified by certain words or phrases such as "may", "will", "aim", "will likely result", "believe", "expect", "will continue", "anticipate", "estimate", "intend", "plan", "contemplate", "seek to", "future", "objective", "goal", "project", "should", "will pursue" and similar expressions or variations of such expressions. These forward-looking statements reflect the Company's current expectations about its future plans and performance. These forward-looking statements rely on a number of assumptions and estimates that could be inaccurate and subject to risks and uncertainties. Actual results could vary materially from those anticipated or expressed in any forward-looking statement made by the Company. Please refer to the Company's most recent Forms 10-Q and 10-K and subsequent filings with the U.S. Securities and Exchange Commission for further discussion of these risks and uncertainties. The Company disclaims any obligation or intent to update the forward-looking statements in order to reflect events or circumstances after the date of this release or to provide further interim updates in the future.


FAQ

Who are the new Advisory Board Members appointed to OPTT in January 2024?

The new Advisory Board Members are Natalie Lorenz-Anderson, Rear Admiral Joseph A. 'Digger' DiGuardo, and Rear Admiral Victorino 'Vic' Mercado.

How will OPTT compensate its new Advisory Board Members?

The Advisory Board Members will be compensated through equity grants only, with amount and timing determined by the Board at its discretion.

What is the significance of OPTT's new Advisory Board appointments for government contracts?

The appointments strengthen OPTT's position in pursuing government projects with the US Department of Defense and Department of Homeland Security, given the appointees' extensive experience in government contracting and naval operations.

What inducement award did OPTT grant to its new Senior VP and General Counsel?

OPTT granted Tracy Pagliara 75,000 restricted shares of common stock vesting equally over two years as an inducement award.

Ocean Power Technologies, Inc.

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