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 14, 2021
OLD DOMINION ELECTRIC COOPERATIVE
(Exact name of Registrant as Specified in Its Charter)
Virginia | 000-50039 | 23-7048405 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| | |
4201 Dominion Boulevard Glen Allen, Virginia | | 23060 |
(Address of Principal Executive Offices) | | (Zip Code) |
(804) 747-0592
(Registrant’s Telephone Number, Including Area Code)
N/A
(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 Instructions 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: NONE
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. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(b) On December 14, 2021, we received notice from Mr. Bruce A. Henry that he will resign from our board of directors effective December 31, 2021.
(d) On December 14, 2021, our board of directors elected Mr. Christopher S. Botulinski as a member of the board of directors, effective December 14, 2021. Mr. Botulinski was recommended to the Nominating Committee by BARC Electric Cooperative to replace Mr. Michael J. Keyser. Also on December 14, 2021, our board of directors elected Mr. Michael K. Brown as a member of the board of directors, effective January 1, 2022. Mr. Brown was recommended to the Nominating Committee by Delaware Electric Cooperative, Inc. to replace Mr. Bruce A. Henry.
2
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.
| | OLD DOMINION ELECTRIC COOPERATIVE |
| | | Registrant |
| | | |
Date: December 15, 2021 | | | /s/ Bryan S. Rogers |
| | | Bryan S. Rogers |
| | | Senior Vice President and Chief Financial Officer |
| | | (Principal Financial Officer) |
3
