8-KOther EventsExhibits & Filings

DTE ENERGY CO 8-K Report, Temporary Suspension of Trading Under Employee Benefit Plans (Jun 7, 2021)

Filed June 7, 2021For Securities:DTEDTKDTBDTGDTW

Summary

DTE Energy Company (DTE) filed an 8-K on June 7, 2021, to announce a temporary suspension of trading under its employee benefit plans, commonly known as a "blackout period." This restriction affects directors and executive officers concerning their holdings of DTE Energy Company Common Stock within the company's 401(k) plans. The primary reason for this blackout is to facilitate the upcoming spin-off of DT Midstream, Inc. (DTM), allowing for the integration of DTM stock into the participants' accounts. The blackout period is scheduled to commence on July 1, 2021, and is expected to conclude during the week of July 5, 2021. During this time, insiders will be generally prohibited from buying, selling, or otherwise transferring DTE Energy equity securities acquired through their service or employment with the company. This measure is in compliance with Section 306(a) of the Sarbanes-Oxley Act and Regulation BTR, which govern such trading restrictions when a significant portion of plan participants are restricted.

Key Highlights

  • 1DTE Energy is implementing a temporary trading restriction (blackout period) for directors and executive officers.
  • 2The blackout period affects employee 401(k) plan participants holding DTE Energy Common Stock.
  • 3The restriction is due to the upcoming spin-off of DT Midstream, Inc. (DTM).
  • 4The purpose is to allow for the addition of DTM stock interests into the 401(k) plans.
  • 5The blackout period is set to begin on July 1, 2021, and end during the week of July 5, 2021.
  • 6This action complies with Sarbanes-Oxley Act (SOX) and Regulation BTR requirements.

Frequently Asked Questions

A blackout period, as defined by the Sarbanes-Oxley Act, is a temporary restriction placed on the ability of company directors and executive officers to trade company stock held within employee benefit plans. This is typically implemented when a significant percentage of plan participants are restricted from trading.

DTE Energy is implementing this blackout period to facilitate the spin-off of DT Midstream, Inc. (DTM). It allows the company to properly add DTM stock fund interests to the participants' accounts within the 401(k) plans without trading disruptions.

The trading restriction directly affects DTE Energy's directors and executive officers who hold DTE Energy Company Common Stock within specific company-administered 401(k) plans. It is imposed because the restrictions affect 50% or more of the plan participants.

The blackout period is scheduled to begin on July 1, 2021, and is expected to end during the week of July 5, 2021. During this timeframe, the specified individuals will face trading restrictions on company equity securities.