Ocean Power Technologies, Inc. (NASDAQ:OPTT) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01.

On April 26, 2017, Ocean Power Technologies, Inc. (the Company)
entered into an Underwriting Agreement with Aegis Capital Corp.,
on behalf of the several underwriters (collectively, the
Underwriters), for the public offering (the Offering) of
5,385,000 shares of the Companys common stock, par value $.001
per share (the Common Stock), and an additional 807,750 shares of
Common Stock to cover any over-allotments, at a price to the
public of $1.30 per share.

The Company expects to realize gross proceeds from the Offering
of approximately $7,000,000, before deducting underwriting
discounts and commissions and other offering expenses.

The offer and sale of the Common Stock is registered under the
Securities Act of 1933, as amended (the Securities Act), to the
Companys registration statement on Form S-1 (Registration No.
333-217209) that was declared effective by the Securities and
Exchange Commission (the SEC) on April 26, 2017, and is being
made to a prospectus dated April 26, 2017, which is being filed
with the SEC to Rule 424(b) of the Securities Act (the
Prospectus). The Offering is expected to close on or about May 2,
2017, subject to satisfaction of customary closing conditions.

The Underwriting Agreement contains customary representations,
warranties and agreements by the Company, customary conditions to
closing, and indemnification obligations, including for
liabilities under the Securities Act. Please see the Underwriting
section of the Prospectus for an additional description of the
Underwriting Agreement’s material terms.

The foregoing description of the Underwriting Agreement is not
complete and is qualified by reference to the complete document,
which is filed as Exhibit 1.1 to this Form 8-K, and is
incorporated herein by reference.

On April 27, 2017, the Company issued a press release announcing
that it had priced the Offering of 5,385,000 shares of Common
Stock, and an additional 807,750 shares of Common Stock to cover
any over-allotments, at a price to the public of $1.30 per share.
All of the shares to be sold in this offering will be sold by the
Company. The offering is expected to close on or about May 2,
2017, subject to satisfaction of customary closing conditions.
The press release is filed as Exhibit 99.1 to this Form 8-K and
is incorporated herein by reference.

* Filed herewith.

About Ocean Power Technologies, Inc. (NASDAQ:OPTT)

Ocean Power Technologies, Inc. is developing and seeking to commercialize its systems that generate electricity by connecting the renewable energy of ocean waves. The Company’s PowerBuoy systems use technologies that convert the mechanical energy created by the rising and falling of ocean waves into electricity. The Company focuses on developing its PowerBuoy product line, which is based on modular, ocean-going buoys. Its autonomous PowerBuoy generates power for use in remote locations, independent of an existing power grid. The Company focuses on developing and commercializing its PowerBuoy products and services for use in autonomous power applications. The Company markets its PowerBuoys in the United States and internationally. The autonomous PowerBuoy integrates a power take-off (PTO) and onboard system for energy storage and management. Its PowerBuoy product is the PB3. PB3 can act as an uninterruptable power supply (UPS), which recharges itself by harvesting energy from the waves.

Ocean Power Technologies, Inc. (NASDAQ:OPTT) Recent Trading Information

Ocean Power Technologies, Inc. (NASDAQ:OPTT) closed its last trading session 00.00 at 2.03 with 2,829,651 shares trading hands.