8-KCorporate ChangesExhibits & Filings

DOMINION ENERGY, INC 8-K Report, Bylaw Amendment (Dec 17, 2024)

Filed December 17, 2024For Securities:D

Summary

Dominion Energy, Inc. (D) filed an 8-K on December 17, 2024, announcing the formal removal of Article IIIB from its articles of incorporation. This amendment is a direct consequence of the company's redemption of all outstanding shares of its 4.65% Series B Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock (Series B Preferred Stock). The redemption was effective as of December 15, 2024, and the subsequent amendment reflects the completion of this capital structure change. For investors, this filing signals the finalization of the Series B Preferred Stock redemption. This action simplifies the company's capital structure by eliminating a specific class of preferred stock. Investors holding or previously holding the Series B Preferred Stock should note that their rights and claims related to this stock are now fully extinguished as per the redemption. The amendment to the articles of incorporation is a procedural step to align the company's governing documents with its completed capital actions.

Key Highlights

  • 1Dominion Energy has officially amended and restated its articles of incorporation.
  • 2The amendment removes Article IIIB, which pertained to the 4.65% Series B Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock.
  • 3All outstanding shares of the Series B Preferred Stock were redeemed effective December 15, 2024.
  • 4The removal of Article IIIB from the articles of incorporation formalizes the elimination of this preferred stock class.
  • 5This action simplifies Dominion Energy's capital structure.
  • 6The amended articles of incorporation are filed as Exhibit 3.1 to the 8-K.

Frequently Asked Questions

The main purpose of this 8-K filing is to report the amendment to Dominion Energy's articles of incorporation, specifically the removal of the section detailing the 4.65% Series B Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock, following the redemption of all shares of this stock.

All outstanding shares of the 4.65% Series B Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock were redeemed by Dominion Energy, with the redemption becoming effective on December 15, 2024.

Dominion Energy amended its articles of incorporation to remove the provisions related to the Series B Preferred Stock now that all shares of that class have been redeemed. This aligns the company's governing documents with its completed capital structure changes.

For investors who held the Series B Preferred Stock, this filing signifies the complete extinguishment of their holdings in that specific class of stock, as it has been redeemed by the company.