8-K
CHESAPEAKE UTILITIES CORP (CPK)
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): November 1, 2021
CHESAPEAKE UTILITIES CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 001-11590 | 51-0064146 |
|---|---|---|
| (State or other jurisdiction | (Commission | (I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
909 Silver Lake Boulevard, Dover, DE 19904
(Address of principal executive offices, including Zip Code)
(302) 734-6799
(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 (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 - par value per share $0.4867 | CPK | 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 8.01 Other Items.
On November 1, 2021, Chesapeake Utilities Corporation (the “Company”) issued a press release announcing the recent passing of Eugene H. Bayard, a valued member of the Company’s Board of Directors and Corporate Governance Committee. Following Mr. Bayard’s passing, the Board of Directors (the “Board”) of the Company decreased the size of the Board from twelve to eleven directors, effective November 4, 2021. A copy of the Company’s press release issued on November 1, 2021 is attached as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
Exhibit 99.1 — Press Release of Chesapeake Utilities Corporation, dated November 1, 2021.
Exhibit 104 – Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).
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.
| CHESAPEAKE UTILITIES CORPORATION |
|---|
| /s/ Beth W. Cooper |
| Beth W. Cooper |
| Executive Vice President, Chief Financial Officer, and Assistant Corporate Secretary |
| Date: November 5, 2021 |
eugenehbayard1112021pres

FOR IMMEDIATE RELEASE Nov. 1, 2021 Chesapeake Utilities Mourns the Passing of Longtime Board Member Eugene H. Bayard DOVER, Del. – Chesapeake Utilities Corporation (NYSE: CPK) today announced the recent passing of longtime Board member, Eugene H. Bayard. “We are deeply saddened to announce the passing of our good friend and longtime Board member, Eugene (Gene) Bayard. Our sympathies go out to Gene’s wife, Diane, his family, and his many friends and colleagues in Delaware and around the country who had the honor of knowing him and learning from him,” said John R. Schimkaitis, chair of Chesapeake Utilities’ board of directors. “For more than 15 years, Gene contributed to the extraordinary growth, strong culture and unique comradery at our company. As an advisor, leader and core member of the Chesapeake Utilities family, Gene will be greatly missed. His many valuable and diverse contributions to the Company and to the state of Delaware will carry on for many years to come. We are thankful for Gene’s unwavering dedication to our Company and our mission.” Mr. Bayard served as an independent Director on Chesapeake Utilities’ Board since 2006, including most recently as a member of the Corporate Governance Committee. About Chesapeake Utilities Corporation Chesapeake Utilities Corporation is a diversified energy delivery company, listed on the New York Stock Exchange, which is engaged in natural gas transmission and distribution; electricity generation and distribution; propane gas distribution; mobile compressed natural gas (CNG) utility services and solutions; and other businesses. Information about Chesapeake Utilities Corporation's businesses is available at www.chpk.com and on the Annual Report Microsite at cpkannualreport.com. Please note that Chesapeake Utilities Corporation is not affiliated with Chesapeake Energy, an oil and natural gas exploration company headquartered in Oklahoma City, Oklahoma. # # # For more information, contact: Media Relations: Brianna Patterson Manager, Public Relations and Strategic Communications 302-217-7050 bpatterson@chpk.com Investor Relations: Alex Whitelam Head of Investor Relations 215-872-2507 awhitelam@chpk.com