Ocean Power Extends Section 382 Tax Benefits Plan to June 2029
OPTT•Ocean Power Technologies extended its Section 382 Tax Benefits Preservation Plan expiration from June 29, 2026 to June 29, 2029. The amendment shields federal net operating loss carryforwards by deterring any investor or group from owning 4.99% or more of its common stock, with ratification slated for the 2026 meeting.
1. Board Approval and Extension Details
Ocean Power Technologies’ Board unanimously approved an amendment and restatement of its Section 382 Tax Benefits Preservation Plan, originally adopted on June 29, 2023, extending the plan’s expiration from the close of business on June 29, 2026 to the close of business on June 29, 2029. The amendment maintains provisions designed to deter large stock acquisitions and reduce the likelihood of an ownership change under Section 382 of the Internal Revenue Code.
2. NOL Protection Mechanism
The plan seeks to preserve the availability and value of the company’s federal net operating loss carryforwards and other tax attributes by preventing any single investor or group from acquiring beneficial ownership of 4.99% or more of common stock. By imposing this ownership threshold, the plan aims to safeguard against limitations on NOL utilization that would occur following an ownership change.
3. Shareholder Ratification Process
Ocean Power Technologies’ stockholders ratified the original preservation plan at the 2023 annual meeting, and the company intends to submit the amended and restated plan for ratification at the 2026 annual meeting, the date of which has not yet been announced. Additional details about the amendment will be filed on Form 8-K and Form 8-A/A prior to the meeting.
