8-KLeadership Changes

EDISON INTERNATIONAL 8-K Report, Executive Changes (Mar 20, 2019)

Filed March 20, 2019For Securities:EIX

Summary

This 8-K filing from Edison International (EIX) announces the departure of Director Brett White, who will not seek re-election at the upcoming Annual Meeting of Shareholders on April 25, 2019. Mr. White's decision stems from increased responsibilities as Chairman and CEO of Cushman & Wakefield, a public company that he helped take public in 2018. His role at Cushman & Wakefield, including its Chicago headquarters, international travel, and investor events, creates time constraints and potential conflicts with his duties at EIX and SCE. Importantly, the filing explicitly states that Mr. White's decision was not due to any disagreement with Edison International regarding its operations, policies, or practices. Mr. White has been a director since 2007 and has held significant roles, including Lead Director and Chair of the Compensation and Executive Personnel Committee. His departure will create a vacancy on the Board, and investors should monitor the company's process for nominating and electing new directors.

Key Highlights

  • 1Director Brett White will not stand for re-election to the EIX and SCE Boards of Directors at the April 25, 2019 Annual Meeting.
  • 2Mr. White's decision is due to increased time commitments and potential conflicts arising from his role as Chairman and CEO of Cushman & Wakefield.
  • 3Cushman & Wakefield's Lead Director requested Mr. White not serve on outside public company boards at this time.
  • 4Mr. White's departure is not the result of any disagreement with Edison International's operations, policies, or practices.
  • 5Mr. White has served on the EIX/SCE Boards since 2007, holding leadership positions such as Lead Director and Chair of the Compensation Committee.
  • 6The departure creates a vacancy on the Board of Directors.

Frequently Asked Questions

Brett White is leaving the Board of Directors because his responsibilities as Chairman and CEO of Cushman & Wakefield have significantly increased following its 2018 IPO. These new demands, including international travel and investor relations, make it difficult for him to dedicate the necessary time to effectively serve on the EIX and SCE Boards and create potential conflicts.

No, the filing explicitly states that Mr. White's decision to not stand for re-election was not related to any disagreement with Edison International concerning its operations, policies, or practices.

Mr. White joined the Boards in 2007 and served in various capacities, including Lead Director from April 2014 to September 2016. He also had a long tenure on the Compensation and Executive Personnel Committee, serving as its Chair for five years, and on the Nominating/Corporate Governance Committee for 11 years.

The filing does not specify if a replacement will be appointed before the Annual Meeting. Investors should monitor future EIX filings for updates on board composition and director nominations.