8-KLeadership ChangesExhibits & Filings

DOMINION ENERGY, INC 8-K Report, Executive Changes (Dec 21, 2012)

Filed December 21, 2012For Securities:D

Summary

Dominion Resources, Inc. (Dominion) filed an 8-K on December 20, 2012, disclosing a director's resignation and the approval of restricted stock grants to key executives. Dr. Frank S. Royal resigned from the Board of Directors, effective December 19, 2012. This change in board composition is a routine event but may be of interest to shareholders tracking corporate governance. The more significant development for investors concerns the retention grants awarded to Messrs. Mark F. McGettrick, Paul D. Koonce, and David A. Christian. These grants consist of restricted stock, with specific vesting schedules and forfeiture conditions. The intention behind these grants is to incentivize and retain key leadership talent, aligning their interests with those of the company and its shareholders over the long term. Investors should note the three-year cliff vesting period and post-vesting holding requirements.

Key Highlights

  • 1Dr. Frank S. Royal resigned from Dominion's Board of Directors, effective December 19, 2012.
  • 2Retention grants of restricted stock were approved for Messrs. Mark F. McGettrick, Paul D. Koonce, and David A. Christian.
  • 3Mr. McGettrick received 47,893 shares of restricted stock.
  • 4Messrs. Koonce and Christian each received 28,736 shares of restricted stock.
  • 5The restricted stock grants are subject to a three-year cliff vesting schedule, with all shares vesting on December 20, 2015.
  • 6Forfeiture conditions apply if employment terminates before the vesting date, with exceptions for change in control, death, or disability.
  • 7Executives are required to hold vested shares for two years post-vesting, subject to continued employment.

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