Energous (WATT) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on June 11, 2026, to enhance accessibility and reduce environmental impact.

• Stockholders of record as of April 16, 2026, are eligible to vote on three main proposals: election of directors, ratification of the auditor, and approval of the amended equity incentive plan.

• The Board recommends voting in favor of all proposals and has outlined procedures for proxy voting, revocation, and participation.

Voting matters and shareholder proposals

• Proposal 1: Elect four directors to serve until the 2027 annual meeting.

• Proposal 2: Ratify BPM LLP as independent registered public accounting firm for 2026.

• Proposal 3: Approve the Amended and Restated 2024 Equity Incentive Plan, increasing authorized shares and removing certain award limits.

• No other substantive business is anticipated, but proxies may vote on other matters if they arise.

Board of directors and corporate governance

• The Board consists of four members, with three deemed independent under Nasdaq standards.

• Board leadership is currently separated between the CEO/CFO and an independent Chair.

• The Board has Audit, Compensation, and Corporate Governance and Nominating Committees, all composed of independent directors.

• Director nominations consider diverse backgrounds and skills, though no formal diversity policy exists.

• Stockholders may recommend director nominees following specified procedures.