8-KThe WireRed Alert
Executive Change
Filed Dec 8, 2022 · 3y ago · Accession 0001104659-22-125455
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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):
December 8, 2022 ( December 6, 2022 )
EVERSOURCE ENERGY
(Exact name of registrant as specified in its
charter)
Massachusetts
001-05324
04-2147929
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
300
Cadwell Drive , Springfield , Massachusetts , 01104
(Address of principal executive offices, including zip code)
( 800 ) 286-5000
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 (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
Trading Symbol(s)
Name of each exchange on which
registered
Common Shares, $5.00 par value per share
ES
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 the chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of the 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. ¨
Section
5
Corporate
Governance and Management
Item 5.02 Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
(d) On
December 6, 2022, at a meeting of the Board of Trustees (the “Board”) of Eversource Energy (the “Company”), the
Board elected Loretta D. Keane to serve as a Trustee, effective January 1, 2023. The Board also appointed Ms. Keane to serve as Vice
Chair of the Audit Committee and to serve on the Finance Committee.
Ms.
Keane’s initial term as a Trustee will continue until Eversource Energy’s 2023 Annual Meeting of Shareholders to be held
in May 2023. Ms. Keane will receive an annual cash retainer in the amount of $120,000 for service on the Board during her term of office,
including participation in all Board and Committee meetings, and an additional cash retainer in the amount of $12,500 for serving as
Vice Chair of the Audit Committee. Ms. Keane will also be entitled to receive a grant under the Eversource Incentive Plan on January
16, 2023, equal to that number of Restricted Stock Units (“RSUs”) resulting from dividing $165,000 by the average closing
price of Eversource Energy common shares as reported on the New York Stock Exchange for the 10 trading days immediately preceding the
date of grant, rounded to the nearest whole RSU.
Ms.
Keane, age 64, currently serves as the Chief Financial Officer of Arcadia Solutions, LLC.
There
is no arrangement or understanding between Ms. Keane and any other person pursuant to which she was elected as Trustee. Ms. Keane does
not have any transactions with related persons in which Eversource Energy is a participant that would require disclosure pursuant to
Item 404(a) of Regulation S-K.
A
copy of Eversource Energy’s news release announcing Ms. Keane’s election is attached as Exhibit 99.1 to the Form 8-K and
incorporated herein by reference.
Section
9
Financial
Statements and Exhibits
Item 9.01 Financial
Statements and Exhibits.
(d) Exhibits.
Exhibit
Number
Description
99.1
News release of the Company
dated December 8, 2022.
104
Cover Page Interactive Data
File (embedded within the Inline XBRL document).
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused the report to be signed on its behalf by
the undersigned hereunto duly authorized.
EVERSOURCE ENERGY
(Registrant)
December 8, 2022
By:
/s/ James W. Hunt, III
James W. Hunt, III
Executive Vice President – Corporate Relations and Sustainability and Secretary
Filing details
- Company
- EVERSOURCE ENERGY
- Ticker
- ES
- CIK
- 72741
- Form type
- 8-K
- Filing date
- Dec 8, 2022
- Report date
- Dec 6, 2022
- Document
- tm2232057d1_8k.htm
- Size
- 225 KB