Business Context and Reporting Period
This Form 8-K is a current report filed by Pinnacle West Capital Corporation and Arizona Public Service Company on April 28, 2023. The filing addresses a corporate governance event regarding the Board of Directors effective April 27, 2023.
Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on personnel changes and does not contain financial performance data.
Material Changes
- Director Resignation: David P. Wagener resigned as a director of Pinnacle West Capital Corporation effective April 27, 2023.
- Board Composition: The number of Directors on the Board was reduced from 12 to 11.
- Reason for Departure: The resignation did not result from any disagreement with the Company regarding operations, policies, or practices.
- Proxy Statement Update: Mr. Wagener is no longer standing for re-election at the 2023 Annual Meeting of Shareholders scheduled for May 17, 2023. Proxy materials have been amended to remove him as a nominee.
Guidance, Outlook, and Risks
The filing contains no management commentary on financial guidance, outlook, risks, contingencies, or unusual items. The only operational impact noted is the issuance of revised proxy cards and voting instruction forms to shareholders to reflect the change in the slate of nominees.
Key Facts for Investor Verification
- Confirm the updated slate of director nominees for the May 17, 2023 Annual Meeting of Shareholders.
- Verify receipt of revised proxy cards or voting instructions excluding David P. Wagener.
- Note that the Board size is now 11 members following the resignation.