Current Report Filing (8-k)
May 10 2021 - 6:47AM
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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 10, 2021 (May 5, 2021)
Commission
File Number
|
Registrant; State of Incorporation
Address;
and Telephone Number
|
I.R.S. Employer
Identification No.
|
|
|
|
1-5324
|
EVERSOURCE
ENERGY
(a Massachusetts voluntary association)
300 Cadwell Drive
Springfield, Massachusetts 01104
Telephone: (800) 286-5000
|
04-2147929
|
|
|
|
0-00404
|
THE
CONNECTICUT LIGHT AND POWER COMPANY
(a Connecticut corporation)
107 Selden Street
Berlin, Connecticut 06037-1616
Telephone: (800) 286-5000
|
06-0303850
|
|
|
|
1-02301
|
NSTAR
ELECTRIC COMPANY
(a Massachusetts corporation)
800 Boylston Street
Boston, Massachusetts 02199
Telephone: (800) 286-5000
|
04-1278810
|
|
|
|
1-6392
|
PUBLIC
SERVICE COMPANY OF NEW HAMPSHIRE
(a New Hampshire corporation)
Energy Park
780 North Commercial Street
Manchester, New Hampshire 03101-1134
Telephone: (800) 286-5000
|
02-0181050
|
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 (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:
|
Registrant
|
Title of each class
|
Trading
Symbol(s)
|
Name of each exchange on
which registered
|
Eversource Energy
|
Common Shares, $5.00 par value per share
|
ES
|
New York Stock Exchange
|
The Connecticut Light and Power Company
|
None
|
N/A
|
N/A
|
NSTAR Electric Company
|
None
|
N/A
|
N/A
|
Public Service Company of New Hampshire
|
None
|
N/A
|
N/A
|
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities
Exchange Act of 1934 (17 CFR §240.12b-2).
|
Emerging
growth
company
|
Eversource Energy
|
¨
|
The Connecticut Light and Power Company
|
¨
|
NSTAR Electric Company
|
¨
|
Public Service Company of New Hampshire
|
¨
|
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.
Eversource Energy
|
¨
|
The Connecticut Light and Power Company
|
¨
|
NSTAR Electric Company
|
¨
|
Public Service Company of New Hampshire
|
¨
|
Document Type
|
8-K
|
Document Period End Date
|
2021-05-05
|
Amendment Flag
|
false
|
CIK
|
0000023426
|
THE
CONNECTICUT LIGHT_Written communications
|
¨
|
THE
CONNECTICUT LIGHT_Soliciting material pursuant to
|
¨
|
THE
CONNECTICUT LIGHT_Pre-commencement communications pursuant
|
¨
|
THE
CONNECTICUT LIGHT_Pre-commencement communications pursuant
|
¨
|
Document Type
|
8-K
|
Document Period End Date
|
2021-05-05
|
Amendment Flag
|
false
|
CIK
|
0000013372
|
NSTAR
ELECTRIC_Written communications
|
¨
|
NSTAR
ELECTRIC_Soliciting material pursuant to
|
¨
|
NSTAR
ELECTRIC_Pre-commencement communications pursuant
|
¨
|
NSTAR
ELECTRIC_Pre-commencement communications pursuant
|
¨
|
CIK
|
0000315256
|
Public Service Company_Written communications
|
¨
|
Document Type
|
8-K
|
Document Period End Date
|
2021-05-05
|
Amendment Flag
|
false
|
Public Service Company_Soliciting material pursuant to
|
¨
|
Public Service Company_Pre-commencement communications pursuant
|
¨
|
Public Service Company_Pre-commencement communications pursuant
|
¨
|
|
|
|
|
|
|
Section 2 Financial
Information
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Item 2.02
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Results of Operations and Financial Conditions.
|
On May 10, 2021, Eversource Energy issued
a news release announcing its unaudited results of operations for the three months ended March 31, 2021 and related financial information
for certain of its subsidiaries as of and for the same period. A copy of the news release and related unaudited financial reports are
attached as Exhibits 99.1 and 99.2, and are incorporated herein by reference thereto.
The information contained in this Item 2.02, including
Exhibits 99.1 and 99.2, shall not be deemed “filed” with the Securities and Exchange Commission (“SEC”) nor incorporated
by reference in any registration statement filed by Eversource Energy or any subsidiary thereof under the Securities Act of 1933, as amended
(the “Securities Act”), unless specified otherwise.
Section 5 Corporate Governance
and Management
|
Item 5.02
|
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
|
On May 5, 2021, the Board of Trustees (the “Board”)
of Eversource Energy (the “Company”) announced the election of Joseph R. Nolan, Jr. as a Trustee. Mr. Nolan was
also appointed by the Board to serve on the Executive Committee. Also on May 5, 2021, the Board appointed William C. Van Faasen as
Lead Independent Trustee.
|
Item 5.07
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Submission of Matters to a Vote of Security Holders.
|
(a) On
May 5, 2021, the Company held its 2021 Annual Meeting.
(b) Shareholders
voted on the proposals set forth below. For more information on the following proposals, see the Company’s Proxy Statement dated
March 26, 2021. On March 10, 2021, the record date for the Annual Meeting, there were 343,321,049 common shares outstanding
and entitled to vote. At the Annual Meeting, 298,454,997 common shares were represented, in person or by proxy, constituting a quorum.
(1) Election
of Trustees. The shareholders elected each of the 11 nominees to the Board of Trustees for a one-year term by a majority of the outstanding
common shares:
Trustee
|
|
For
|
|
|
Against
|
|
|
Abstained
|
|
|
Broker
Non-Votes
|
|
Cotton M. Cleveland
|
|
|
254,579,208
|
|
|
|
13,435,169
|
|
|
|
920,087
|
|
|
|
29,520,532
|
|
James S. DiStasio
|
|
|
261,645,003
|
|
|
|
6,359,213
|
|
|
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930,249
|
|
|
|
29,520,532
|
|
Francis A. Doyle
|
|
|
261,646,506
|
|
|
|
6,288,702
|
|
|
|
999,257
|
|
|
|
29,520,532
|
|
Linda Dorcena Forry
|
|
|
265,160,578
|
|
|
|
2,855,879
|
|
|
|
918,007
|
|
|
|
29,520,532
|
|
Gregory M. Jones
|
|
|
265,138,684
|
|
|
|
2,752,195
|
|
|
|
1,043,586
|
|
|
|
29,520,532
|
|
James J. Judge
|
|
|
258,931,029
|
|
|
|
9,301,539
|
|
|
|
701,896
|
|
|
|
29,520,532
|
|
John Y. Kim
|
|
|
260,489,476
|
|
|
|
7,341,625
|
|
|
|
1,103,363
|
|
|
|
29,520,532
|
|
Kenneth R. Leibler
|
|
|
258,581,816
|
|
|
|
9,438,447
|
|
|
|
914,201
|
|
|
|
29,520,532
|
|
David H. Long
|
|
|
259,156,644
|
|
|
|
8,629,828
|
|
|
|
1,147,992
|
|
|
|
29,520,532
|
|
William C. Van Faasen
|
|
|
256,216,042
|
|
|
|
11,787,217
|
|
|
|
931,205
|
|
|
|
29,520,532
|
|
Frederica M. Williams
|
|
|
264,124,410
|
|
|
|
3,875,277
|
|
|
|
934,777
|
|
|
|
29,520,532
|
|
(2) The
shareholders approved, on an advisory basis, the compensation of the Company’s 2020 Named Executive Officers:
For
|
|
|
Against
|
|
|
Abstained
|
|
|
Broker Non-Votes
|
|
|
237,476,169
|
|
|
|
29,288,831
|
|
|
|
2,169,464
|
|
|
|
29,520,532
|
|
(3) The
shareholders ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting
firm for 2021:
For
|
|
|
Against
|
|
|
Abstained
|
|
|
Broker Non-Votes
|
|
|
291,852,233
|
|
|
|
5,466,806
|
|
|
|
1,135,957
|
|
|
|
0
|
|
Section 7 Regulation
FD
|
Item 7.01
|
Regulation FD Disclosure.
|
On May 10, 2021, Eversource Energy will webcast
a conference call with financial analysts during which senior management will discuss the company’s financial performance through
the first quarter of 2021. The webcast will be accessible from the Investors section of the Eversource Energy website at www.eversource.com.
Attached as Exhibit 99.3 and incorporated herein by reference are the slides to be discussed by Eversource Energy during the conference
call.
The information contained in this Item 7.01, including
Exhibit 99.3, shall not be deemed “filed” with the SEC nor incorporated by reference into any registration statement
filed by Eversource Energy or any subsidiary thereof under the Securities Act, unless specified otherwise.
Section 9 Financial
Statements and Exhibits
|
Item 9.01
|
Financial Statements and Exhibits.
|
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.
|
EVERSOURCE ENERGY
THE CONNECTICUT LIGHT AND POWER COMPANY
NSTAR ELECTRIC COMPANY
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE
(Registrants)
|
May 10, 2021
|
By:
|
/s/ JAY S. BUTH
|
|
|
Jay S. Buth
|
|
|
Vice President, Controller and Chief Accounting Officer
|
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