npwr-20260603
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): June 3, 2026
NET POWER INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-40503 | 98-1580612 | ||||||||||||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
320 Roney St., Suite 200 Durham, North Carolina | 27701 | |||||||
| (Address of principal executive offices) | (Zip Code) | |||||||
(919) 287-4750
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
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:
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | ||||
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | ||||
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | ||||
| o | 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 | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
| Class A Common Stock, par value $0.0001 per share | NPWR | The New York Stock Exchange | ||||||||||||
Warrants, each exercisable for one share of Class A Common Stock at a price of $11.50 | NPWR WS | The New York Stock Exchange | ||||||||||||
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 x
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. o
Item 5.07 Submission of Matters to a Vote of Security Holders.
NET Power Inc. (the “Company”) held its annual meeting of stockholders on June 3, 2026. For more information on the following proposals submitted to stockholders, see the Company’s definitive proxy statement dated April 23, 2026. Below are the final voting results.
Proposal No. 1 - Election of Directors
The following three individuals were elected to the Company’s Board of Directors to serve as Class III directors until the Company’s 2029 annual meeting of stockholders and until their successors have been duly elected and qualified.
| Name | Votes For | Votes Withheld | Broker Non-Votes | ||||||||
| Joseph Kelliher | 169,556,764 | 4,166,153 | 17,096,817 | ||||||||
| Brad Pollack | 173,335,018 | 387,899 | 17,096,817 | ||||||||
| Daniel J. Rice IV | 173,561,348 | 161,569 | 17,096,817 | ||||||||
Proposal No. 2 - Ratification of Independent Registered Public Accounting Firm
The appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified.
| Votes For | Votes Against | Votes Abstained | ||||||
| 190,733,676 | 53,520 | 32,538 | ||||||
SIGNATURE
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.
| Dated: | June 5, 2026 | NET POWER INC. | ||||||||||||
| By: | /s/ Daniel J. Rice IV | |||||||||||||
| Name: | Daniel J. Rice IV | |||||||||||||
| Title: | Chief Executive Officer | |||||||||||||