Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 16, 2025

ENERGOUS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

001-36379

46-1318953

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

3590 North First Street, Suite 210

San Jose, California 95134

(Address, including zip code, of principal executive offices)

Registrant’s telephone number, including area code: (408) 963-0200

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class registered		Trading symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.00001 per share		WATT		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 7.01.

Regulation FD Disclosure.

On January 16, 2025, Energous Corporation d/b/a Energous Wireless Power Solutions (the “Company”) issued a press release announcing a business update, including the results from its recent fundraising activities through its at-the-market offering program (the “ATM Program”). A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

From December 31, 2024 to January 15, 2025, the Company has sold approximately 11.8 million shares of its common stock for net proceeds of approximately $11.4 million under the ATM Program. As a result of these transactions, the Company currently has stockholders’ equity in excess of $5.0 million. Accordingly, subject to notification by The Nasdaq Stock Market (“Nasdaq”), the Company believes that it now meets the minimum stockholders’ equity requirement for continued listing as set forth in Nasdaq Listing Rule 5550(b)(1).

The information in this Item 7.01 and Exhibit 99.1 attached hereto 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 January 16, 2025
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: January 16, 2025	By:	/s/ Mallorie Burak
	Name:	Mallorie Burak
	Title:	Chief Executive Officer and Chief Financial Officer

Exhibit 99.1

Energous Celebrates a Year of Exceptional Growth and Innovation

SAN JOSE, Calif.—January 16, 2025—Energous Corporation d/b/a Energous Wireless Power Solutions (NASDAQ: WATT), a pioneer in scalable, over-the-air wireless power networks (WPNs), today announced a year of positive milestones and increased momentum in 2024, reinforced by the growing market demand for its WPN solutions.

Recent highlights include:

Won an IoT Breakthrough Award for IoT Connected Retail Innovation of the Year

Awarded a scalable, multi-phase contract with a Fortune 10 retailer

Received multiple orders from a multinational retailer for grocery distribution

Received full FCC certification for its Energous 2W PowerBridge transmitter

Shipped first orders to a multinational technology company for reverse logistics

Won a Mobile Breakthrough Award for IoT Innovation of the Year

Engaged to develop a battery-free smart tag for global RFID leader

In addition, Energous recently completed growth funding of approximately $11.4 million, net of issuance costs and expenses, from its at-the-market offering program. This capital allows the company to execute its growth initiatives for 2025 and execute on the backlog of orders placed with the company. Energous is also conducting a non-traded convertible preferred offering to the crowd community to enable new investors to be a part of the company’s growth plan.

“2024 was a transformative year for the business, and we have already made significant strides in 2025 in connection with our financing efforts to ensure that our company is well positioned to fund its continued growth,” said Mallorie Burak, CEO and CFO, Energous Wireless Power Solutions. “As we push the boundaries of wireless power to create a world where battery-free devices are always connected and real-time data is always accessible, we remain committed to executing on three key initiatives: gaining traction with significant commercial accounts, demonstrating the value of our wireless power network solutions to businesses, and optimizing our operations.”

Energous continues to make progress on all fronts, carefully balancing continued reductions in infrastructure costs with strategic investments in scalable growth. Along with recent funding activities, the company believes sales momentum and increased interest in its WPN technology are creating the momentum needed to chart a path to profitability.

About Energous Wireless Power Solutions

Energous Corporation d/b/a Energous Wireless Power Solutions (NASDAQ: WATT) is pioneering scalable, over-the-air (OTA) wireless power networks that enable unprecedented levels of visibility, control, and intelligent business automation. The Company’s wireless power transmitter and receiver technologies deliver continuous access to wireless power, helping drive a new generation of battery-free devices for asset and inventory tracking and management—from retail sensors, electronic shelf labels, and asset trackers, to air quality monitors, motion detectors, and more. For more information, visit www.energous.com or follow on LinkedIn.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this press release are forward-looking statements. Forward-looking statements may describe our future plans and expectations and are based on the current beliefs, expectations and assumptions of Energous. These statements generally use terms such as “believe,” “expect,” “may,” “will,” “should,” “could,” “seek,” “intend,” “plan,” “estimate,” “anticipate” or similar terms. Examples of forward-looking statements in this release include but are not limited to statements about our financial results and projections, statements about the success of our collaborations with our partners, statements about any governmental approvals we may need to operate our business, statements about our technology and its expected functionality, and statements with respect to expected company growth. Factors that could cause actual results to differ from current expectations include: uncertain timing of necessary regulatory approvals; timing of customer product development and market success of customer products; our dependence on distribution partners; and intense industry competition. We urge you to consider those factors, and the other risks and uncertainties described in our most recent annual report on Form 10-K as filed with the Securities and Exchange Commission (SEC), any subsequently filed quarterly reports on Form 10-Q as well as in other documents that may have been subsequently filed by Energous, from time to time, with the SEC, in evaluating our forward-looking statements. In addition, any forward-looking statements represent Energous’ views only as of the date of this release and should not be relied upon as representing its views as of any subsequent date. Energous does not assume any obligation to update any forward-looking statements unless required by law.

# # #

Media Contacts:

Energous PR

pr@energous.com

Energous IR

ir@energous.com

Cover	Jan. 16, 2025
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jan. 16, 2025
Entity File Number	001-36379
Entity Registrant Name	ENERGOUS CORPORATION
Entity Central Index Key	0001575793
Entity Tax Identification Number	46-1318953
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	3590 North First Street
Entity Address, Address Line Two	Suite 210
Entity Address, City or Town	San Jose
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	95134
City Area Code	408
Local Phone Number	963-0200
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.00001 per share
Trading Symbol	WATT
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false