Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 11, 2024

Ovintiv Inc.

(Exact Name of Registrant as Specified in its Charter)


Delaware (State or Other Jurisdiction of Incorporation)	001-39191 (Commission File Number)	84-4427672 (I.R.S. Employer Identification No.)

Suite 1700, 370 - 17th Street Denver, Colorado (Address of principal executive offices)		80202 (Zip Code)

(303) 623-2300

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	OVV	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On January 11, 2024, Ovintiv Inc. (the “Corporation”) issued a news release announcing the appointment of Sippy Chhina to the Board of Directors of the Corporation (the “Board”), effective January 15, 2024. The Board has fixed the number of directors at twelve effective at the beginning of her term.

Ms. Chhina will enter into a customary indemnification agreement with the Corporation in connection with her appointment as a director, consistent with those entered into with the Corporation’s other directors. She will receive compensation for her services on the Board substantially in accordance with the Corporation’s non-employee director compensation practices as described in the Corporation’s Proxy Statement filed with the Securities and Exchange Commission on March 23, 2023. There are no arrangements or understandings between Ms. Chhina and any other person pursuant to which she was selected as a director. There are no transactions involving Ms. Chhina that require disclosure under Item 404(a) of Regulation S-K. A copy of the news release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

ITEM 9.01 Financial Statements and Exhibits.

(d) Exhibits


Exhibit No.		Exhibit Description

Exhibit 99.1		News Release dated January 11, 2024.
Exhibit 104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: January 11, 2024


	OVINTIV INC.
	(Registrant)

	By:	/s/ Dawna I. Gibb
		Name: Dawna I. Gibb
		Title: Assistant Corporate Secretary

     
    Exhibit 99.1
news release

Ovintiv Names Sippy Chhina to Board of Directors

DENVER, January 11, 2024 – Ovintiv Inc. (NYSE: OVV) (TSX: OVV) today announced that Sippy Chhina has been named as an independent member of its board of directors, effective January 15, 2024.

Chhina, 57, recently retired as a Partner at Deloitte Canada LLP, a leading multinational professional services network, where she held various roles since 2006. In addition to her client responsibilities, she also served as a member on the Board of Deloitte Canada and was a Vice Chair of the Firm. Prior to joining Deloitte Canada, Chhina served in roles of increasing responsibility with BDO LLP, including Partner from 1999 to 2006. She brings deep technical expertise in accounting, audit and financial reporting matters, extensive energy industry experience and professional services experience. Chhina immigrated to Canada from India in 1985, is a Chartered Professional Accountant and has her ICD.D designation from the Institute of Corporate Directors.

“We are very excited that Sippy is joining our board. Her diverse business experience and track record of excellence as a strategic advisor will expand the board’s strengths,” said Ovintiv Chairman Peter Dea. “Sippy’s appointment builds on our commitment to meaningful engagement and sound corporate governance through our ongoing board refreshment process.”

Further information on Ovintiv Inc. is available on the Company’s website, www.ovintiv.com, or by contacting:

    Investor contact:
(888) 525-0304 

    Media contact:
(403) 645-2252


Ovintiv Inc.	1

Cover	Jan. 11, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jan. 11, 2024
Entity Registrant Name	Ovintiv Inc.
Entity Central Index Key	0001792580
Entity Emerging Growth Company	false
Entity File Number	001-39191
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	84-4427672
Entity Address, Address Line One	Suite 1700
Entity Address, Address Line Two	370 - 17th Street
Entity Address, City or Town	Denver
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80202
City Area Code	303
Local Phone Number	623-2300
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	OVV
Security Exchange Name	NYSE