Section 2.02 Earnings and Financial Position.
on May 4, 2022, Eversource Energy (the “Company”) issued a press release disclosing its unaudited results of operations for the past three months March 31, 2022 and related financial information for certain subsidiaries as of and for the same period. A copy of the press release and associated unaudited financial reports are attached as Exhibit 99.1 and 99.2 and are incorporated herein by reference.
The information contained in this Item 2.02, including Appendices 99.1 and 99.2, is not deemed to be “filed”. Securities and Exchange Commission (“SEC”) nor incorporated by reference in any registration statement filed by Eversource Energy or an affiliate thereof pursuant to the Securities Act, 1933, as amended (the “Securities Act”), unless otherwise stated.
Item 5.02 Resignations of directors or certain officers; election of directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
on May 4, 2022the company announced Philip J Lembo is retiring as executive vice president and chief financial officer as part of the company’s succession plan John M Moreirathe company’s senior vice president of finance and regulation and treasurer, has been elected executive vice president, chief financial officer and treasurer, effective today.
Mr. Lembo66, who has since served as the company’s chief financial officer May 2016will serve as the Company’s Senior Strategic Advisor through the end of this year, focusing on strategic options for Eversource’s offshore wind investments.
Mr. Moreira has served as senior vice president of finance and regulation and treasurer of Eversource Energy, The Connecticut Light and Power Company, NSTAR Electric Company, New Hampshire Public Service Society, Yankee Gas Services Company and Eversource energy service company since September 12, 2018. Previously, Mr. Moreira served as Vice President of Financial Planning and Analysis of Eversource energy service company out of March 10, 2015 until
September 12, 2018.
It is expected Mr. Moreira is also elected as Executive Vice President, Chief Financial Officer and Treasurer and as a Director respectively The Connecticut Light and Power Company, NSTAR Electric Company, New Hampshire Public Service Society, Yankee Gas Services Company and Eversource energy service company
Later this month.
Combined with Mr Moreiras Elected as Executive Vice President, Chief Financial Officer and Treasurer of the company May 4, 2022his basic annual salary will be increased to $625,000his annual performance plan target level will increase to 80 percent of base salary and his long-term performance plan target level will increase to 220 percent of base salary.
Item 5.07 Submission of Matters to Vote by Securityholders.
(a) On May 4, 2022, the Company held its 2022 Annual Meeting.
(b) The shareholders voted on the proposals listed below. For more information on the following suggestions, see the company’s proxy statement dated
March 25, 2022. on March 9, 2022, the record date for the AGM, there were 344,746,087 common shares outstanding and entitled to vote. At the AGM, 300,178,042 shares of common stock were represented, in person or by proxy, which constituted a quorum.
(1) Election of Trustees. The shareholders elected each of the 12 nominees
to the Board of Trustees for a one-year term by a majority of the outstanding
common shares:
Broker
Trustee For Against Abstained Non-Votes
Cotton M. Cleveland 245,076,673 25,097,789 929,296 29,074,283
James S. DiStasio 266,290,091 3,854,960 958,708 29,074,283
Francis A. Doyle 266,092,382 4,008,354 1,003,022 29,074,283
Linda Dorcena Forry 262,952,218 7,231,803 919,738 29,074,283
Gregory M. Jones 268,734,639 1,563,549 805,570 29,074,283
James J. Judge 262,935,157 7,394,228 774,373 29,074,283
John Y. Kim 267,649,292 2,515,799 938,667 29,074,283
Kenneth R. Leibler 258,098,396 12,009,865 995,498 29,074,283
David H. Long 260,905,624 9,183,330 1,014,804 29,074,283
Joseph R. Nolan, Jr. 268,100,845 2,300,960 701,953 29,074,283
William C. Van Faasen 258,542,801 11,596,925 964,032 29,074,283
Frederica M. Williams 262,154,592 8,032,743 916,423 29,074,283
(2) Shareholders, on an advisory basis, approved the compensation of the Company’s 2021 nominated Executive Officers:
For Against Abstained Broker Non-Votes
248,319,200 20,796,082 1,988,476 29,074,283
(3) The shareholders have approved the election Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2022:
For Against Abstained Broker Non-Votes
287,129,599 12,034,973 1,013,470 0
Clause 7.01 Disclosure of Regulation FD.
on May 5, 2022, Eversource Energy A financial analyst conference call will be webcast in which management will discuss the Company’s financial performance through the first quarter of 2022. The webcast can be accessed through the Investors section of the Eversource Energy Website at www.eversource.com. Attached as Exhibit 99.3 and incorporated herein by reference are the slides to be discussed Eversource Energy during the conference call.
The information contained in this Clause 7.01, including Exhibit 99.3, is not deemed to be “on file” with the SEC nor incorporated by reference in any registration statement filed by Eversource Energy or an affiliate thereof under the Securities Act unless otherwise noted.
Item 9.01 Financial Statements and Appendices.
Exhibit
Number Description
99.1 News Release of Eversource Energy dated May 4, 2022.
99.2 Financial Report for the three months ended March 31, 2022.
99.3 May 5, 2022 presentation slides.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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