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): August 8, 2019
AVISTA CORPORATION
(Exact name of registrant as specified in its charter)
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| Washington | 1-3701 | 91-0462470 |
(State of other jurisdiction of incorporation) | (Commission file number) | (I.R.S. Employer Identification No.) |
1411 East Mission Avenue Spokane, Washington 99202-2600
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: 509-489-0500
Web site: http://www.myavista.com
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| | None | |
| | (Former name or former address, if changed since last report) | |
Securities registered pursuant to Section 12(b) of the Act: |
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| Title of Each Class | Trading Symbols | Name of Each Exchange on Which Registered |
| Common Stock | AVA | New York Stock Exchange |
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:
☐ 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))
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 ☐
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 1 – Registrant's Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On May 10, 2019, the Board of Directors of Avista Corporation (Avista Corp. or the Company) named Dennis P. Vermillion, 57, Chief Executive Officer (CEO) of Avista Corp. effective October 1, 2019. On August 8, 2019, the Board of Directors named Mark T. Thies, 55, Executive Vice President Chief Financial Officer (CFO) and Treasurer of Avista Corp. effective October 1, 2019. Mr. Thies has served as the Company’s Senior Vice President CFO and Treasurer since January 1, 2013 and previously served as the Company’s Senior Vice President CFO since September 29, 2008.
Effective October 1, 2019, Mr. Vermillion’s base salary will be $670,000.
Section 5 – Corporate Governance and Management
Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
Karen S. Feltes, 63, Senior Vice President and Chief Human Resources Officer, informed the Board of Directors that she plans to retire effective February 1, 2020. Also see Item 1.01 for other changes to Avista Corp.’s executive officers. For further details, refer to the press release filed as Exhibit 99.1 to this Current Report, which is incorporated herein by reference.
For a description of changes to base compensation for Mr. Vermillion, see Item 1.01.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
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| (d) | Exhibits |
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| 101.INS | XBRL Instance Document. The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document. |
| 101.SCH | XBRL Taxonomy Extension Schema Document |
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document |
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document |
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document |
Neither the filing of any press release as an exhibit to this Current Report nor the inclusion in such press releases of a reference to Avista Corp.'s internet website shall, under any circumstances, be deemed to incorporate the information available at such website into this Current Report. The information available at Avista Corp.'s internet website is not part of this Current Report or any other report furnished or filed by Avista Corp. with the Securities and Exchange Commission.
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 thereunto duly authorized.
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| | | AVISTA CORPORATION |
| | | (Registrant) |
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| Date: | August 9, 2019 | /s/ Marian M. Durkin |
| | | Marian M. Durkin |
| | | Senior Vice President, General Counsel, |
| | | Corporate Secretary and Chief Compliance Officer |
