8-KLeadership ChangesShareholder MattersExhibits & Filings

EVERSOURCE ENERGY 8-K Report, Executive Changes (May 11, 2020)

Filed May 11, 2020For Securities:ES

Summary

This Form 8-K filing by Eversource Energy primarily details changes in its Board of Trustees and the outcomes of its 2020 Annual Meeting of Shareholders. A key event is the election of Gregory M. Jones as a new Trustee, effective May 6, 2020, who will also serve on the Audit and Finance Committees. Mr. Jones's appointment includes specific compensation details, comprising an annual cash retainer and a Restricted Stock Unit grant. Additionally, William C. Van Faasen has been appointed as Lead Trustee, and Cotton Cleveland as Chair of the Corporate Governance Committee, following the retirement of Sanford Cloud, Jr. from these roles. The filing also reports on the shareholder votes from the 2020 Annual Meeting held on May 6, 2020. All 10 trustee nominees were elected. Shareholders also approved, on an advisory basis, the compensation of the Named Executive Officers for 2019 and ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for 2020. The voting results indicate strong support for the management's proposals and director elections.

Key Highlights

  • 1Eversource Energy elected Gregory M. Jones as a new Trustee, effective May 6, 2020, and appointed him to the Audit and Finance Committees.
  • 2Gregory M. Jones will receive an annual cash retainer of $115,000 and a Restricted Stock Unit grant valued at $160,000 (prorated).
  • 3William C. Van Faasen was appointed Lead Trustee, replacing Sanford Cloud, Jr.
  • 4Cotton Cleveland was appointed Chair of the Corporate Governance Committee, also replacing Sanford Cloud, Jr.
  • 5Sanford Cloud, Jr. retired from the Board of Trustees on May 6, 2020.
  • 6Shareholders overwhelmingly elected all 10 trustee nominees at the 2020 Annual Meeting.
  • 7Shareholder advisory vote approved the compensation of Named Executive Officers for 2019.
  • 8Deloitte & Touche LLP was ratified as the Company's independent registered public accounting firm for 2020.

Frequently Asked Questions

Gregory M. Jones, age 62, is the Vice President of Strategy and Planning at Hartford Healthcare and Chairman of the Board of The Legacy Foundation of Hartford, Inc. He was elected as a new Trustee to the Eversource Energy Board of Trustees, effective May 6, 2020, and appointed to the Audit and Finance Committees. His election brings additional expertise to the board.

Mr. Jones will receive an annual cash retainer of $115,000 for his service as a Trustee, prorated from his election date. He will also receive a grant of Restricted Stock Units (RSUs) on June 6, 2020, valued at approximately $160,000, also prorated, based on the average closing price of the company's common shares over a preceding 10-day period.

Yes, William C. Van Faasen has been appointed as the new Lead Trustee, and Cotton Cleveland has been appointed as the Chair of the Corporate Governance Committee. These appointments follow the retirement of Sanford Cloud, Jr. from these specific roles and from the Board.

Shareholders re-elected all 10 nominated Trustees to the Board. Additionally, they approved, on an advisory basis, the compensation of the company's Named Executive Officers for 2019 and ratified the selection of Deloitte & Touche LLP as the independent auditor for 2020. The voting results across these proposals showed strong shareholder support.