8-KLeadership ChangesShareholder MattersExhibits & Filings

XCEL ENERGY INC 8-K Report, Rights Modification (Dec 12, 2008)

Filed December 12, 2008For Securities:XELXELLL

Summary

Xcel Energy Inc. (XEL) filed an 8-K on December 12, 2008, detailing two primary events. The company terminated its Stockholder Protection Rights Agreement, with the rights expiring on December 11, 2008, effectively removing a potential anti-takeover measure. Additionally, there were changes in executive compensation and personnel. Paul J. Bonavia, President of the Utilities Group, announced his resignation effective December 19, 2008. The Board also approved amendments to the company's Supplemental Executive Retirement Plan (SERP), closing it to new participants, and made design changes to the Non-Qualified Deferred Compensation Plan, including a new salary threshold and modified matching contribution formulas.

Key Highlights

  • 1Termination of Stockholder Protection Rights Agreement: The company's "poison pill" rights expired on December 11, 2008, and the agreement has been terminated, removing a potential defense against hostile takeovers.
  • 2Executive Departure: Paul J. Bonavia, President of the Utilities Group, announced his resignation, effective December 19, 2008.
  • 3SERP Closed to New Participants: Xcel Energy's Supplemental Executive Retirement Plan (SERP) is no longer open to new employees as of December 10, 2008.
  • 4Deferred Compensation Plan Amendments: Significant design changes are being made to the Non-Qualified Deferred Compensation Plan, effective January 1, 2009.
  • 5New Salary Threshold for Deferred Compensation: A $150,000 base salary threshold is established for participation in the Non-Qualified Deferred Compensation Plan.
  • 6Modified Matching Contributions: The matching contribution formula for the Deferred Compensation Plan has been altered.
  • 7Rights to be De-listed: The expired rights will be removed from the New York Stock Exchange and de-registered.

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