PART I [Business](index=5&type=section&id=Item%201.%20Business) Ocean Power Technologies (OPT) provides intelligent maritime solutions via DaaS, RaaS, and PaaS, utilizing its PowerBuoy®, WAM-V®, and Merrows™ platforms, achieving significant backlog growth to **$12.5 million** in fiscal 2025 - OPT specializes in Maritime Domain Awareness (MDA) solutions, offering them through service-based models like DaaS, RaaS, and PaaS, utilizing its PowerBuoy®, WAM-V®, and Merrows™ platforms[19](index=19&type=chunk) Contract Backlog Growth (YoY) | Date | Backlog (in millions) | Change | | :--- | :--- | :--- | | April 30, 2024 | $4.9 | - | | April 30, 2025 | $12.5 | +155% | - The company secured approximately **$5 million** in purchase orders for PowerBuoy® and WAM-V® platforms from customers in Latin America between December 2024 and January 2025[82](index=82&type=chunk) - OPT was granted a Facility Security Clearance (FCL) at the Secret level by the U.S. Department of Defense in fiscal 2025, enabling it to pursue classified government contracts[82](index=82&type=chunk)[101](index=101&type=chunk) - As of April 30, 2025, the company holds approximately **70 issued U.S. patents** covering its core technologies, with expiration dates extending through fiscal year 2041[96](index=96&type=chunk)[97](index=97&type=chunk) [Risk Factors](index=24&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks including a history of operating losses, an accumulated deficit of **$329.1 million**, and dependence on additional capital and third-party suppliers Historical Financial Performance | Fiscal Year | Net Loss (in millions) | Accumulated Deficit (as of year-end) | | :--- | :--- | :--- | | 2024 | $27.5 | - | | 2025 | $21.5 | $329.1 million | - The company's ability to operate depends on raising sufficient capital. As of April 30, 2025, the unrestricted cash balance was **$6.7 million** after raising approximately **$23.4 million** during fiscal 2025[130](index=130&type=chunk) - Loss of the company's Facility Security Clearance (FCL) could prevent bidding on or performing classified U.S. government contracts, significantly harming the business[128](index=128&type=chunk)[129](index=129&type=chunk) - The company is highly dependent on third-party suppliers for components, facing risks from supply chain disruptions, particularly for semiconductors and specialty metals[151](index=151&type=chunk) - Revenue from customers outside the U.S. accounted for **60% of total revenue** in fiscal 2025, up from 4% in fiscal 2024, increasing exposure to international operational risks[156](index=156&type=chunk) [Unresolved Staff Comments](index=41&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments - Not applicable[204](index=204&type=chunk) [Properties](index=42&type=section&id=Item%202.%20Properties) The company's headquarters is a **56,000 sq. ft.** leased facility in Monroe Township, NJ, supplemented by **13,800 sq. ft.** leased in Richmond, CA for operations - The main headquarters is a **56,000 sq. ft.** leased facility in Monroe Township, NJ, used for administration, R&D, manufacturing, and testing[215](index=215&type=chunk) - The company leases two properties in Richmond, CA, totaling approximately **13,800 sq. ft.**, for West Coast operations[216](index=216&type=chunk) [Legal Proceedings](index=43&type=section&id=Item%203.%20Legal%20Proceedings) The company is involved in litigation with Paragon Technologies, Inc., expected to be dismissed, and is reviewing a shareholder demand for inspection of records related to equity grants - Litigation initiated by Paragon Technologies, Inc. in October 2023 is anticipated to be dismissed with prejudice after Paragon failed to file a required status report by February 10, 2025[217](index=217&type=chunk) - In February 2025, the company received a shareholder demand under Section 220 to inspect records related to certain equity grants, which the company is reviewing and has not recorded a liability[218](index=218&type=chunk) [Mine Safety Disclosures](index=43&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) The company reports no mine safety disclosures - None[219](index=219&type=chunk) PART II [Market for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities](index=44&type=section&id=Item%205.%20Market%20for%20Registrant's%20Common%20Equity,%20Related%20Shareholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock trades on NYSE American under "OPTT", has **135 holders of record**, and does not intend to pay future cash dividends, with equity compensation plan details provided - The company's common stock is listed on the NYSE American under the symbol "OPTT". As of July 22, 2025, there were **135 holders of record**[221](index=221&type=chunk) - The company has never paid cash dividends and does not anticipate doing so in the foreseeable future, intending to retain earnings for business growth[223](index=223&type=chunk) Equity Compensation Plan Information as of April 30, 2025 | Plan Category | Shares to be Issued Upon Exercise | Weighted-Average Exercise Price | Shares Remaining for Future Issuance | | :--- | :--- | :--- | :--- | | **Approved by Shareholders** | | | | | Stock Options | 483,342 | $2.59 | — | | Restricted Stock Units | 22,461,633 | N/A | — | | **Not Approved by Shareholders** | | | | | Restricted Stock Units | — | N/A | 161,487 | [[Reserved]](index=46&type=section&id=Item%206.%20%5BReserved%5D) This item is reserved - This item is noted as [Reserved] in the report[231](index=231&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=46&type=section&id=Item%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) In FY2025, OPT's revenue increased to **$5.9 million**, while gross profit decreased to **$1.7 million**, and operating expenses were reduced, resulting in a net loss of **$21.5 million**, with management expecting sufficient cash to fund operations through July 2026 Fiscal Year 2025 vs. 2024 Financial Results (in thousands) | Metric | FY 2025 | FY 2024 | Change | | :--- | :--- | :--- | :--- | | Revenue | $5,861 | $5,525 | +$336 | | Gross Profit | $1,660 | $2,826 | -$1,166 | | Operating Loss | $(21,686) | $(29,331) | +$7,645 | | Net Loss | $(21,511) | $(27,483) | +$5,972 | | Net Loss Per Share | $(0.17) | $(0.47) | +$0.30 | - The decrease in operating expenses by **$8.9 million** was primarily due to cost reduction activities implemented at the end of fiscal 2024, including headcount optimization and reduced third-party spending[282](index=282&type=chunk) - The company raised approximately **$22.7 million** from financing activities in FY2025, primarily from its At-The-Market (ATM) facility and convertible debt issuances[290](index=290&type=chunk) - Management believes the company's cash balance of **$6.9 million** as of April 30, 2025, supplemented by the May 2025 convertible debt proceeds, will be sufficient to fund operations through July 2026[294](index=294&type=chunk)[455](index=455&type=chunk) Revenue by Geographic Location | Customer Location | FY 2025 | FY 2024 | | :--- | :--- | :--- | | North America & South America | 66% | 96% | | EMEA | 32% | 4% | | Asia and Australia | 2% | 0% | [Quantitative and Qualitative Disclosures About Market Risk](index=56&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section is reported as not applicable - Not applicable[300](index=300&type=chunk) [Financial Statements and Supplementary Data](index=56&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section refers to Item 15 for the required financial statements and supplementary data - The financial statements and supplementary data are listed in Item 15 of the Annual Report[301](index=301&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=57&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with accountants on accounting and financial disclosure - None[302](index=302&type=chunk) [Controls and Procedures](index=57&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that disclosure controls and internal control over financial reporting were effective as of April 30, 2025, with prior material weaknesses fully remediated - Management concluded that disclosure controls and procedures were effective as of April 30, 2025[303](index=303&type=chunk) - Material weaknesses in internal control over financial reporting identified in fiscal 2024 have been fully remediated as of April 30, 2025[306](index=306&type=chunk)[308](index=308&type=chunk) [Other Information](index=59&type=section&id=Item%209B.%20Other%20Information) The company reports no other information - None[310](index=310&type=chunk) PART III [Directors, Executive Officers and Corporate Governance](index=59&type=section&id=Item%2010.%20Directors,%20Executive%20Officers%20and%20Corporate%20Governance) The Board of Directors comprises five members, with four independent, and the Audit Committee, chaired by a financial expert, oversees corporate governance and ethics - The Board is composed of five directors: Terence J. Cryan (Chairman), Philipp Stratmann (President & CEO), Clyde W. Hewlett, Diana G. Purcel, and Peter E. Slaiby[315](index=315&type=chunk) - Four of the five directors are independent, with Philipp Stratmann, the President and CEO, being the only non-independent director[313](index=313&type=chunk)[395](index=395&type=chunk) - The Audit Committee consists of Diana G. Purcel (Chair), Peter E. Slaiby, and Terence Cryan, with Ms. Purcel qualified as an "audit committee financial expert"[324](index=324&type=chunk) [Executive Compensation](index=64&type=section&id=Item%2011.%20Executive%20Compensation) Executive compensation, overseen by the Compensation Committee, aligns with shareholder interests through base salary, short-term incentives (STI), and long-term equity incentives (LTI), with NEOs receiving **64%** of target STI bonuses in FY2025 FY2025 Named Executive Officer (NEO) Compensation Summary | Name and Principal Position | Salary ($) | Bonus ($) | Stock Awards ($) | Total ($) | | :--- | :--- | :--- | :--- | :--- | | Philipp Stratmann, President & CEO | 374,291 | 125,753 | 5,437,530 | 5,954,405 | | Robert Powers, SVP & CFO | 306,551 | 67,813 | 2,409,089 | 2,801,606 | | Tracy Pagliara, SVP & General Counsel | 86,539 | 33,750 | 2,611,106 | 2,731,395 | - For fiscal year 2025, the Compensation Committee approved STI bonuses for NEOs at **64%** of their respective targets[356](index=356&type=chunk) - Long-term incentive (LTI) awards for NEOs are primarily granted as Restricted Stock Units (RSUs) with time-based, performance-based (ISO certifications, bookings), and market-based (TSR) vesting conditions[342](index=342&type=chunk)[347](index=347&type=chunk)[348](index=348&type=chunk) - The company has a clawback policy compliant with SEC and NYSE American rules, allowing recovery of erroneously awarded incentive-based compensation in the event of an accounting restatement[338](index=338&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters](index=75&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Shareholder%20Matters) As of July 24, 2025, all executive officers and directors as a group beneficially owned **1.6%** of the company's **177,524,775** outstanding common shares Beneficial Ownership of Directors and Executive Officers (as of July 24, 2025) | Name | Shares Beneficially Owned | Percentage of Shares | | :--- | :--- | :--- | | Philipp Stratmann | 513,725 | * | | Terence J. Cryan | 600,593 | * | | Clyde W. Hewlett | 423,806 | * | | Diana G. Purcel | 423,806 | * | | Peter E. Slaiby | 458,806 | * | | Robert Powers | 253,409 | * | | All directors and executive officers as a group (7 individuals) | 2,847,271 | 1.6% | [Certain Relationships and Related Transactions, and Director Independence](index=75&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions,%20and%20Director%20Independence) All directors are independent under NYSE American rules, except the CEO, and the Audit Committee reviews related person transactions, with none reported for the period - All current directors are deemed independent, except for President and CEO Philipp Stratmann[395](index=395&type=chunk) - The Audit Committee is responsible for reviewing and approving all related person transactions, with no related person transactions disclosed[396](index=396&type=chunk) [Principal Accountant Fees and Services](index=76&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) The company changed independent auditors from EisnerAmper LLP to Moss Adams LLP (now Baker Tilly US, LLP) in fiscal 2025, with total audit fees of approximately **$480,825** pre-approved by the Audit Committee - In August 2024, the company dismissed EisnerAmper LLP and appointed Moss Adams LLP as its independent auditor[398](index=398&type=chunk)[400](index=400&type=chunk) - Effective June 2, 2025, Moss Adams LLP merged with Baker Tilly US, LLP, which became the successor independent registered public accounting firm[401](index=401&type=chunk) Accountant Fees for Fiscal Year 2025 | Firm | Audit Fees ($) | Total Fees ($) | | :--- | :--- | :--- | | EisnerAmper, LLP | 130,200 | 130,200 | | Baker Tilly (Successor to Moss Adams) | 350,625 | 350,625 | | **Total** | **480,825** | **480,825** | PART IV [Exhibits and Financial Statement Schedules](index=77&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules) This section provides an index to the consolidated financial statements and a list of exhibits filed with the report - This item contains the index to the Consolidated Financial Statements (page F-1) and the Exhibit Index (pages 53-54)[412](index=412&type=chunk) [Form 10-K Summary](index=77&type=section&id=Item%2016.%20Form%2010-K%20Summary) The company reports no Form 10-K summary - None[413](index=413&type=chunk)

Core Insights - Ocean Power Technologies, Inc. (OPT) reported a record backlog of $12.5 million, representing a 158% increase year-over-year, and a pipeline of $137.5 million, an 88% increase from the previous year [2][5] - The company achieved revenues of $5.9 million for FY25, a 6% increase compared to FY24, while operating expenses decreased by 28% to $23.3 million [2][6] - OPT secured significant contracts and partnerships, including a $3 million reseller agreement in Mexico and collaborations with various international defense agencies [2][5] Financial Performance - Revenues for FY25 were $5.9 million, up from $5.5 million in FY24, while gross profit decreased to $1.7 million from $2.8 million [6][19] - Operating expenses were reduced by $8.9 million, or 28%, from $32.2 million in FY24 to $23.3 million in FY25 [2][6] - The net loss for FY25 was $21.5 million, an improvement from a net loss of $27.5 million in FY24 [6][19] Strategic Developments - The company shipped an AI-enabled Merrows™ PowerBuoy® to a Middle Eastern customer and secured a contract with an international defense agency for WAM-V® Unmanned Surface Vehicles [2][5] - OPT formed strategic partnerships with various firms, including Remah International Group and Unique Group, to expand its market presence in the Middle East and Latin America [2][5] - The company achieved ISO 9001 certification, enhancing its credibility and operational efficiency [4] Operational Highlights - The company’s operating model has been streamlined, resulting in a 26% reduction in operating expenses year-over-year while maintaining delivery capabilities [4] - OPT received a Facility Security Clearance from the U.S. Department of Defense, enhancing its eligibility for classified programs [4][5] - The company’s cash and cash equivalents increased to $6.9 million as of April 30, 2025, compared to $3.3 million at the beginning of the fiscal year [12]

Group 1 - Ocean Power Technologies, Inc. (OPT) has signed a new reseller agreement with a partner in Latin America to enhance its presence in the Mexican offshore and maritime markets [1][2] - The agreement includes a $3 million purchase commitment for OPT's WAM-V® Unmanned Surface Vehicles, which will support business development, sales, and technical services [2][3] - This partnership is part of OPT's strategy to expand its global reseller network and access high-growth markets, particularly in security, energy, and commercial sectors in Mexico [3] Group 2 - The company focuses on providing intelligent maritime solutions that enhance safety, cleanliness, and productivity in various sectors, including defense, oil and gas, and offshore wind [4] - OPT's product offerings include PowerBuoy® platforms for clean energy and real-time data communications, as well as marine robotics services [4]

Core Points - Ocean Power Technologies, Inc. (OPT) will release its fiscal 2025 full year and fourth quarter earnings on July 24, 2025, after market close [1] - A conference call to discuss the financial results will take place on July 25, 2025, at 9:00 AM EST, hosted by CEO Philipp Stratmann and CFO Bob Powers [2] - The company is focused on enhancing relations with institutional investors through individual meetings with portfolio managers and analysts [3] Company Overview - OPT specializes in low-carbon marine power, data, and service solutions, providing intelligent maritime solutions for various sectors including defense, oil and gas, science, research, and offshore wind [3] - The company's product offerings include Merrows™, which integrates Maritime Domain Awareness Systems, PowerBuoy platforms for clean electric power and data communications, WAM-V unmanned surface vehicles, and marine robotics services [3] - OPT is headquartered in Monroe Township, New Jersey, with an additional office in Richmond, California [3]

Core Points - Ocean Power Technologies, Inc. has achieved ISO 9001 certification for its quality management system, reinforcing its commitment to quality and continuous improvement [1][2] - ISO 9001 is recognized globally as a standard for quality management, ensuring that organizations meet customer and regulatory requirements [2] - The certification highlights the company's transition to providing scalable and reliable maritime intelligence solutions, particularly for defense, energy, and research sectors [3] Company Overview - Ocean Power Technologies specializes in intelligent maritime solutions and services aimed at enhancing safety, cleanliness, and productivity in ocean operations [5] - The company's product portfolio includes the PowerBuoy, WAM-V Unmanned Surface Vehicles, and the Merrows™ Maritime Domain Awareness Solution, which integrates AI capabilities [5] - The headquarters is located in Monroe Township, New Jersey, with an additional office in Richmond, California [5]

Company Overview - Proactive is a financial news publisher that provides fast, accessible, informative, and actionable business and finance news content to a global investment audience [2] - The company has a team of experienced and qualified news journalists who produce independent content [2] Market Focus - Proactive specializes in medium and small-cap markets while also covering blue-chip companies, commodities, and broader investment stories [3] - The news team delivers insights across various sectors including biotech and pharma, mining and natural resources, battery metals, oil and gas, crypto, and emerging digital and EV technologies [3] Technology Adoption - Proactive is recognized for its forward-looking approach and enthusiastic adoption of technology to enhance workflows [4] - The company utilizes automation and software tools, including generative AI, while ensuring that all content is edited and authored by humans [5]

Core Insights - Ocean Power Technologies, Inc. has successfully installed its PowerBuoy system for the Naval Postgraduate School, integrating AT&T 5G technology for enhanced Maritime Domain Awareness [1][2][3] Group 1: Technology and Innovation - The PowerBuoy system is equipped with advanced subsea sensors and the proprietary Merrows™ suite, designed for AI-capable integration across various platforms [2][5] - This deployment allows for continuous, autonomous monitoring and data collection in strategically significant maritime regions [2][3] Group 2: Strategic Partnerships - The collaboration with AT&T highlights the potential of PowerBuoys to function as 5G communication nodes along the U.S. coastline, supporting national defense and maritime security [4][5] - AT&T's involvement emphasizes the modernization of network infrastructure to support future technologies in naval platforms [4] Group 3: Business Growth and Market Position - The installation marks a significant milestone in the execution of the company's strategic plan to provide advanced offshore infrastructure for defense, security, and research missions [3][4] - The demand for rapidly deployable maritime systems is expected to accelerate the growth of the company's services business [4]

Company Overview - Ocean Power Technologies (OPT) has approximately 60 employees and holds around 70 patents [3] - OPT's headquarters is located in Monroe Township, New Jersey, with facilities in Richmond, California [3] - OPT is listed on the NYSE American under the ticker symbol OPTT [3] Products and Strategy - OPT's PowerBuoy can monitor over 1,600 square miles of ocean surface [15] - OPT secured $3 million in purchase order commitments for WAM-V USVs and $2 million in purchase orders for PowerBuoys in Latin America [36] - OPT's strategic platform stack integrates renewable energy, mobile autonomy, and intelligent command systems [7] - OPT's platforms are deployed or evaluated in the U S, NATO, Indo-Pacific, and Middle East [17] Competitive Positioning - In 2024, 49 vendors shared a $982 million Navy contract in the USV sector [21] - OPT's PowerBuoy and WAM-V deliver persistent power and autonomy with minimal human footprint [17]

Core Viewpoint - Ocean Power Technologies Inc has been awarded a patent for integrated offshore charging systems, which will enhance the operational capabilities of autonomous surface and underwater vehicles, improving mission endurance and flexibility [1][3]. Group 1: Technology and Innovation - The newly awarded patent allows for the deployment of charging systems in the ocean, enabling autonomous vehicles to recharge and transfer data, similar to the early days of electric vehicles [3]. - The integration of floating charging stations with existing technologies like PowerBuoy and WAM-V will allow for a variety of operational capabilities, including long-duration missions with higher payloads and speeds [4]. Group 2: Commercialization Efforts - The company has deployed a high-fidelity prototype off the coast of New Jersey and is currently working on commercialization, with plans for pilot deployments with partners and government agencies [2][5]. - Ongoing discussions with government agencies and commercial partners are part of the strategy to bring the integrated solution to market [2]. Group 3: Intellectual Property Strategy - The patent is considered a critical component of the company's innovation strategy, helping to differentiate it from competitors and protect its intellectual property as it scales globally [6].

Core Insights - Ocean Power Technologies, Inc. (OPT) has received a Notice of Allowance for its U.S. patent application titled "System and Method for Vehicle Charging," which protects an autonomous, floating marine charging solution [1] - The patent addresses the need for clean maritime operations by enabling electric vessels to recharge while at sea, thus eliminating reliance on port infrastructure [2][3] Company Innovations - The new technology allows WAM-V® autonomous surface vehicles to conduct long-duration missions with reduced downtime and no need for shore return, enhancing operational efficiency [2][3] - The floating charging station will integrate with the PowerBuoy® platform, serving as both a power generation node and a recharging hub [2] Patent Features - The patent includes features such as signal-emitting guidance systems for dynamic maritime docking, flexible mooring structures, wired and wireless energy delivery mechanisms, and options for wave-powered self-sustaining energy generation [6] Strategic Vision - The patent exemplifies OPT's commitment to leading in offshore autonomy and building intelligent, resilient ocean infrastructure, which is crucial for defense, commercial, and scientific applications [3]