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): April 28, 2011
THE EMPIRE DISTRICT ELECTRIC COMPANY
(Exact name of registrant as specified in its charter)
Kansas
(State or other jurisdiction of incorporation)
1-3368 | | 44-0236370 |
(Commission File Number) | | (IRS Employer Identification Number) |
602 S. Joplin Avenue, Joplin, Missouri | | 64801 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (417) 625-5100
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))
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.
On April 28, 2011, The Empire District Electric Company (the “Company”) announced that Gregory A. Knapp will retire on July 31, 2011 as Vice President - Finance and Chief Financial Officer of the Company. Effective August 1, 2011, Laurie A. Delano will become Vice President - Finance and Chief Financial Officer. Effective August 1, 2011, Robert W. Sager will replace Ms. Delano as Controller, Assistant Secretary, Assistant Treasurer and Principal Accounting Officer of the Company.
Ms. Delano has been Assistant Secretary and Assistant Treasurer of the Company since April 28, 2005 and Controller and Principal Accounting Officer since August 1, 2005.
Mr. Sager joined Empire on October 18, 2006 as Director of Financial Services. Prior to joining Empire he was with the public accounting firm BKD, LLP as a senior manager.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On April 28, 2011, the Company held its annual meeting of the Company’s shareholders (the “Annual Meeting”) in Joplin, Missouri. At the Annual Meeting, the shareholders of the Company elected four directors for three year terms, ratified the appointment of PricewaterhouseCoopers LLP as independent auditors for the fiscal year ending December 31, 2011, voted on a non-binding advisory proposal to approve the compensation of the Company’s named executive officers as disclosed in the proxy statement and voted on a non-binding advisory basis on the frequency of the vote on the compensation of the Company’s named executive officers.
The final voting results are set forth below:
| | Shares Voted | |
| | For | | Against | | Abstentions | | Broker Non-
Votes | |
Election of directors for a term of three years each: | | | | | | | | | |
Kenneth R. Allen | | 15,757,550 | | 434,365 | | — | | 16,966,896 | |
Bradley P. Beecher | | 15,795,460 | | 396,455 | | — | | 16,966,896 | |
William L. Gipson | | 15,756,483 | | 435,432 | | — | | 16,966,896 | |
Thomas M. Ohlmacher | | 15,807,691 | | 384,224 | | — | | 16,966,896 | |
| | For | | Against | | Abstentions | | Broker
Non-Votes | |
Ratification of Independent Auditors | | 32,570,113 | | 377,878 | | 210,820 | | — | |
| | For | | Against | | Abstentions | | Broker Non-
Votes | |
Non-binding advisory approval of the compensation of the named executive officers as disclosed in the proxy statement: | | 14,324,299 | | 1,210,499 | | 657,117 | | 16,966,896 | |
| | One Year | | Two Years | | Three
Years | | Abstentions | | Broker
Non-Votes | |
Non-binding advisory vote on the frequency that the Company include a non-binding advisory vote on the compensation of the Company’s named executive officers: | | 7,514,702 | | 509,423 | | 7,473,071 | | 694,719 | | 16,966,896 | |
With respect to the frequency with which the Company will hold a non-binding advisory vote on the compensation of the Company’s named executive officers, the Board of Directors of the Company will take these voting results into consideration in determining how frequently to hold such a vote and will report this determination in an amendment to this Current Report on Form 8-K within the timeframe prescribed under Item 5.07.
SECTION 9 — FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release, dated April 28, 2011.
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SIGNATURE
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.
| THE EMPIRE DISTRICT ELECTRIC COMPANY |
| |
| | |
| By: | /s/ Gregory A. Knapp |
| | Name: | Gregory A. Knapp |
| | Title: | Vice President - Finance & Chief Financial Officer |
Dated: April 29, 2011
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EXHIBIT INDEX
Exhibit
Number | | Description |
99.1 | | Press Release, dated April 28, 2011. |
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