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8-KThe WireRed Alert

Executive Change

Filed Jun 26, 2023 · 3y ago · Accession 0001552781-23-000308

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 21, 2023  _____________ Essential Utilities, Inc. (Exact Name of Registrant Specified in Charter)  _____________ Pennsylvania 001-06659 23-1702594 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)   762 West Lancaster Avenue     Bryn Mawr , Pennsylvania   19010-3489 (Address of Principal Executive Offices)   (Zip Code)   Registrant’s telephone number, including area code: (610) 527-8000   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))   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 o 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 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 stock, $.50 par value   WTRG   New York Stock Exchange       Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. In accordance with Essential Utilities, Inc.’s (the “Company”) Corporate Governance Guidelines, which establishes age 75 as the normal retirement age for directors, on June 26, 2023, Ellen Ruff, a member of the Board of Directors since 2006, and on June 21, 2023, Lee Stewart, a member of the Board of Directors of the Company since 2018, submitted their respective resignations from the Board of Directors and Committees of the Board effective on their respective 75th birthday. In view of Ms. Ruff’s valuable service to the Board of Directors, including serving as Chair of the Company’s Risk Mitigation and Investment Policy Committee and member of the Company’s Executive Compensation Committee, and in order to facilitate a smooth transition of her responsibilities, the Board of Directors requested, and Ms. Ruff agreed, that she continue to serve as a member of the Board of Directors, Chair of the Risk Mitigation and Investment Policy Committee, and member of the Executive Compensation Committee until the Company’s 2024 Annual Meeting of Shareholders, which is the expiration of the term for which she was elected in 2023. Similarly, in view of Mr. Stewart’s valuable service to the Board of Directors, including serving as Chair of the Company’s Audit Committee and member of the Company’s Executive Compensation Committee, and in order to facilitate a smooth transition of his responsibilities, the Board of Directors requested, and Mr. Stewart agreed, that he continue to serve as a member of the Board of Directors, Chair of the Audit Committee, and member of the Executive Compensation Committee until the Company’s 2024 Annual Meeting of Shareholders, which is the expiration of the term for which he was elected in 2023.   SIGNATURES   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.     ESSENTIAL UTILITIES, INC.       June 26, 2023   By:   /s/ Christopher P. Luning   Name:   Christopher P. Luning   Title: Executive Vice President, General Counsel
Filing details
Ticker
WTRG
CIK
78128
Form type
8-K
Filing date
Jun 26, 2023
Report date
Jun 21, 2023
Document
e23294_wtrg-8k.htm
Size
191 KB