Sec Form 3 Filing - DIALOG SEMICONDUCTOR PLC @ Energous Corp - 2017-06-28

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person DIALOG SEMICONDUCTOR PLC 2. Issuer Name and Ticker or Trading Symbol Energous Corp [ WATT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 100 LONGWATER AVENUE, GREEN PARK 3. Date of Earliest Transaction (MM/DD/YY) 06/28/2017 (Street) READING, X0RG2 6GP 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock, $0.00001 par value per share 1,739,691 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Warrant (right to buy) $ 17.0257 05/10/2017 11/09/2019 Common Stock, $0.00001 par value per share 763,552 ( 1 ) ( 2 ) D Warrant (right to buy) $ 19.9766 01/06/2018 07/05/2020 Common Stock, $0.00001 par value per share 654,013 ( 3 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other DIALOG SEMICONDUCTOR PLC 100 LONGWATER AVENUE, GREEN PARK READING, X0RG2 6GP X Signatures /s/ Dr. Jalal Bagherli 07/10/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Reflects warrants acquired by Dialog Semiconductor plc ("Dialog") pursuant to that certain Securities Purchase Agreement, dated November 9, 2016, by and between Dialog and Energous Corporation (the "Issuer"). ( 2 )The terms of such warrants provide that such warrants are required to be exercised on a net share settlement basis, such that the number of shares of common stock (the "Shares") to be delivered by the Issuer on the exercise of such warrant equals the quotient of (x) the product of the number of Shares as to which such warrant is being exercised and the difference between the market price of the Shares on the exercise date and the exercise price of the warrant and(y) the market price of the Shares on the exercise date (provided that if the calculation results in a negative number, no Shares are issuable upon exercise of the warrant). Dialog has included all Shares underlying such warrants, notwithstanding that such mandatory net share settlement terms preclude Dialog from receiving all underlying Shares on exercise of the warrant. ( 3 )Reflects warrants acquired by Dialog pursuant to that certain Securities Purchase Agreement, dated June 28, 2017, by and between Dialog and the Issuer. The terms of such warrants provide that such warrants are required to be exercised on a net share settlement basis, such that the number of Shares to be delivered by the Issuer on the exercise of such warrant equals the quotient of (x) the product of the number of Shares as to which such warrant is being exercised and the difference between the market price of the Shares on the exercise date and the exercise price of the warrant and (y) the market price of the Shares on the exercise date (provided that if the calculation results in a negative number, no Shares are issuable upon exercise of the warrant). Dialog has included all Shares underlying such warrants, notwithstanding that such mandatory net share settlement terms preclude Dialog from receiving all underlying Shares on exercise of the warrant.

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