Current Report Filing (8-k)
May 18 2020 - 1:26PM
Edgar (US Regulatory)
0000078128
false
12-31
0000078128
2020-05-12
2020-05-12
0000078128
wtrg:CommonStock.50ParValueMember
2020-05-12
2020-05-12
0000078128
wtrg:Sec6.00TangibleEquityUnitsMember
2020-05-12
2020-05-12
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): May 12, 2020
Essential
Utilities, Inc.
(Exact Name of Registrant Specified in Charter)
Pennsylvania
|
001-06659
|
23-1702594
|
(State or Other Jurisdiction
of Incorporation)
|
(Commission File Number)
|
(I.R.S. Employer Identification
No.)
|
762 West
Lancaster Avenue
|
|
|
Bryn
Mawr, Pennsylvania
|
|
19010-3489
|
(Address of Principal
Executive Offices)
|
|
(Zip Code)
|
Registrant’s
telephone number, including area code: (610) 527-8000
_______________________________________
(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))
Indicate by check mark whether
the registrant is an emerging growth company 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 o
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. o
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
|
|
Trading
Symbol(s)
|
|
Name
of each exchange on which registered
|
Common stock, $.50
par value
|
|
WTRG
|
|
New York Stock Exchange
|
6.00% Tangible Equity
Units
|
|
WTRU
|
|
New York Stock Exchange
|
Item 5.03 Amendments to
Articles of Incorporation or Bylaws; Change in Fiscal Year.
On May 12, 2020, Essential Utilities, Inc. (the “Company”)
filed its Amended and Restated Articles of Incorporation (the “Articles”) with the Department of State of the Commonwealth
of Pennsylvania. The Articles, as amended and restated, incorporate the recent name change and add two matters approved by shareholders
at the 2020 Annual Meeting of Shareholders, (1) the increase in the number of authorized shares of common stock to 600 million
shares, par value 0.50 per share, and (2) the establishment of a majority voting standard in uncontested
director elections.
In addition, the Board of Directors approved
an amendment and restatement of the Company’s Bylaws (the “Bylaws”) to incorporate the name change and remove
outdated references to plurality voting in uncontested director elections.
The form of the Company’s Amended and Restated Articles
of Incorporation, as filed, and Amended and Restated Bylaws are attached to this Current Report on Form 8-K as Exhibits 3.1 and
3.2, respectively, and are incorporated by reference into this Item 5.03.
Item 9.01 Financial
Statements and Exhibits
(d) Exhibits
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.
|
|
|
|
ESSENTIAL UTILITIES, INC.
|
|
|
|
May 18, 2020
|
By:
|
/s/
Christopher P. Luning
|
|
|
Christopher P. Luning
|
|
|
Executive Vice President,
General Counsel
and Secretary
|
Essential Utilities (NYSE:WTRU)
Historical Stock Chart
From May 2024 to Jun 2024
Essential Utilities (NYSE:WTRU)
Historical Stock Chart
From Jun 2023 to Jun 2024