PUBLIC SERVICE ENTERPRISE GROUP INC false 0000788784 0000788784 2024-01-22 2024-01-22

 

 

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 22, 2024

 

 

Public Service Enterprise Group Incorporated

(Exact name of registrant as specified in its charter)

 

 

 

New Jersey   001-09120   22-2625848
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification Number)

 

80 Park Plaza

Newark, New Jersey 07102

(Address of principal executive offices) (Zip Code)

973 430-7000

(Registrant’s telephone number, including area code)

 

 

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 (see General Instruction A.2. below):

 

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 without par value   PEG   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 22, 2024, upon the recommendation of the Governance, Nominating and Sustainability Committee, the Board of Directors (the “Board”) of Public Service Enterprise Group Incorporated (the “Company”) elected Ricardo G. Pérez to serve as a new director effective January 22, 2024. The Board has determined that Mr. Pérez is an independent director within the meaning of the listing standards of the New York Stock Exchange and the Securities Exchange Act of 1934, as amended. As of the time of the filing of this Current Report on Form 8-K, the Board has not determined the committees to which Mr. Pérez will be appointed.

As of the date of election to the Board, Mr. Pérez will participate in the Company’s compensation plans for non-management directors, as described under “Proposal 1: Election of Directors—Director Compensation” in the Company’s proxy statement filed with the Securities and Exchange Commission on March 9, 2023 and incorporated by reference herein.

No arrangement or understanding exists between Mr. Pérez and any other person pursuant to which Mr. Pérez was selected as a director of the Company. There are no transactions between the Company and Mr. Pérez that would require disclosure under Item 404(a) of Regulation S-K.

The Company issued a press release dated January 24, 2024 announcing the election of Mr. Pérez. A copy of the press release is attached hereto as Exhibit 99 and is incorporated herein by reference.

 

Item 9.01

Financial Statements and Exhibits

 

Exhibit 99    Press Release of Public Service Enterprise Group Incorporated, dated January 24, 2024.
Exhibit 104    Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

1


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 thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.

 

PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
(Registrant)
By:  

/s/ Rose M. Chernick

  ROSE M. CHERNICK
  Vice President and Controller
  (Principal Accounting Officer)

Date: January 24, 2024

 

2

Exhibit 99

 

LOGO     

Public Service Enterprise Group

80 Park Plaza

Newark, NJ 07102

 

CONTACTS:     
Investor Relations      Media Relations
Carlotta Chan      Marijke Shugrue
973-430-6565      862-465-1445
Carlotta.Chan@pseg.com      Marijke.Shugrue@pseg.com

PSEG Elects Ricardo G. Pérez to Board of Directors

(NEWARK, N.J. – Jan. 24, 2024) – Public Service Enterprise Group Incorporated (PSEG) today announced that Ricardo (Ric) G. Pérez has been elected to its Board of Directors, effective January 22, 2024.

Pérez’s election is part of PSEG’s commitment to safe and reliable nuclear energy. A retired energy executive with more than 35 years of industry experience, Pérez held the leadership roles at the Tennessee Valley Authority (TVA) of senior vice president and chief administrative officer and senior vice president, Nuclear Operations Support and Projects from 2013 to 2017. Prior to TVA, Pérez served the Westinghouse Electric Company from 1981 to 2013, including as president and chief operating officer from 2010 to 2013.

“Ric’s many years of experience in the energy industry includes involvement in areas that are important to PSEG and our industry including nuclear energy, supply chain management, IT, cybersecurity and physical security. He also has valuable experience in talent development, a workforce priority,” PSEG Chair, President and CEO Ralph LaRossa said. “We believe Ric’s perspective will be a tremendous asset as we continue on the path to a cleaner energy future.”

Demonstrating the Board’s and its Governance, Nominating and Sustainability Committee’s continued belief in having a balanced mix of Director tenure and experience, Pérez is the second new independent director elected to the PSEG Board of Directors within four months and fifth since the beginning of 2020.

Pérez is a member of the University of Florida Nuclear Engineering Advisory Board and an executive member of the Latino Corporate Directors Association. He is the non-executive chair of the board of the Menper Group, a group of Hispanic-owned health products businesses.

Pérez holds a bachelor’s degree in engineering from the University of Florida and a Master of Science in energy engineering from the University of Pittsburgh.

###

About PSEG

Public Service Enterprise Group (PSEG) (NYSE: PEG) is a predominantly regulated infrastructure company focused on a clean energy future. Guided by its Powering Progress vision, PSEG aims to power a future where people use less energy, and it’s cleaner, safer and delivered more reliably than ever. PSEG’s commitment to ESG and sustainability is demonstrated in our net-zero 2030 climate vision and participation in the U.N. Race to Zero, as well as our inclusion on the Dow Jones Sustainability North America Index and the list of America’s most JUST Companies. PSEG’s businesses include Public Service Electric and Gas Co. (PSE&G), PSEG Power and PSEG Long Island (https://corporate.pseg.com).

From time to time, PSEG and PSE&G release important information via postings on their corporate Investor Relations website at https://investor.pseg.com. Investors and other interested parties are encouraged to visit the Investor Relations website to review new postings. You can sign up for automatic email alerts regarding new postings at the bottom of the webpage at https://investor.pseg.com or by navigating to the Email Alerts webpage here. The information on https://investor.pseg.com and https://investor.pseg.com/resources/email-alerts/default.aspx is not incorporated herein and is not part of this press release or the Form 8-K to which it is an exhibit.

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Document Type 8-K
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