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): May 9, 2019
 
 
 
 
 
AVISTA CORPORATION
 
 
(Exact name of registrant as specified in its charter)
 
 
 
 
Washington
1-3701
91-0462470
(State of other jurisdiction of
incorporation)
(Commission
file number)
(I.R.S. Employer
Identification No.)
1411 East Mission Avenue, Spokane, Washington
 
99202-2600
(Address of principal executive offices)
 
(Zip Code)
Registrant's telephone number, including area code:
 
509-489-0500
Web site: http://www.avistacorp.com
 
 

 
(Former name or former address, if changed since last report)
 

Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbols
Name of Each Exchange on Which Registered
Common Stock, no par value
AVA
New York Stock Exchange
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))
Indicate by check mark whether the registrant is an emerging growth company as defined in 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. ¨





Section 5 – Corporate Governance and Management

Item 5.07 Submission of Matters to a Vote of Security Holders.

The 2019 Annual Meeting of Shareholders of Avista Corp. was held on May 9, 2019. Three proposals were submitted to shareholders as disclosed in Avista Corp.'s Definitive Proxy Statement filed on March 29, 2019, of which all three were approved. There were 65,745,035 shares of common stock issued and outstanding as of March 8, 2019, the record date, with 54,964,821 shares represented at said meeting. The proposals and the results of the voting are as follows:

Proposal 1: Election of ten directors, for one-year terms expiring at the 2020 Annual Meeting of Shareholders, and until their successors are elected.
Director
 
For
 
Against
 
Abstain
 
Broker
Non-Votes
Kristianne Blake
 
46,394,857
 
1,190,380
 
123,846
 
7,255,738
Donald C. Burke
 
47,377,985
 
199,918
 
131,180
 
7,255,738
Rebecca A. Klein
 
46,938,868
 
644,374
 
125,841
 
7,255,738
Scott H. Maw
 
46,905,253
 
670,053
 
133,777
 
7,255,738
Scott L. Morris
 
46,369,959
 
1,144,820
 
194,304
 
7,255,738
Marc F. Racicot
 
47,368,354
 
213,876
 
126,853
 
7,255,738
Heidi B. Stanley
 
47,080,099
 
499,972
 
129,012
 
7,255,738
R. John Taylor
 
46,034,797
 
1,535,021
 
139,265
 
7,255,738
Dennis P. Vermillion
 
46,105,250
 
1,474,876
 
128,957
 
7,255,738
Janet D. Widmann
 
47,378,921
 
199,286
 
130,876
 
7,255,738

All directors were elected since the number of votes cast “for” each nominee exceeded the number of votes “against.” Abstentions and broker non-votes had no effect on the election.

Proposal 2: Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2019.

For
 
Against
 
Abstain
 
Broker
Non-Votes
52,867,482
 
1,948,931
 
148,408
 
N/A

This proposal was approved as the number of votes cast “for” exceeded the number of votes “against.” Abstentions had no effect on the outcome.

Proposal 3: Advisory (non-binding) vote on executive compensation.
For
 
Against
 
Abstain
 
Broker
Non-Votes
44,979,791
 
2,358,744
 
370,548
 
7,255,738

This advisory (non-binding) resolution was approved as the number of votes cast “for” exceeded the number of votes “against.” Abstentions and broker non-votes had no effect on the outcome.






SIGNATURES
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 thereunto duly authorized.
 
 
AVISTA CORPORATION
 
 
(Registrant)
 
 
 
 
 
 
Date:
May 14, 2019
/s/    Marian M. Durkin       
 
 
Marian M. Durkin
 
 
Senior Vice President, General Counsel,
 
 
Corporate Secretary and Chief Compliance Officer



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