California Water Service Group 8-K/A, filed Jun 7, 2022
California Water Service Group (CWT)
About this 8-K/A
California Water Service Group filed this 8-K/A on June 7, 2022, reporting on events of May 25, 2022.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Current Report Pursuant to Section 13
or 15(d) of
The Securities Exchange Act of 1934
Date of Report (date of earliest event reported):
June 6, 2022 (
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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:
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Indicate by check mark whether the registrant is an emerging growth company as defined by 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).
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Explanatory Note
California Water Service Group (the “Company”) is filing an amendment to its Current Report on Form 8-K filed with the Securities and Exchange Commission on May 26, 2022 (the “Original Filing”) solely for the purpose of amending and restating the Broker Non-Vote information for Proposals 3 and 4. The corrected information below supersedes and replaces in its entirety the votes previously reported for these proposals.
This Amendment does not modify or update in any way disclosures made in the Original Filing other than to correct the Broker Non-Vote information presented below for Proposals 3 and 4.
Item 5.07. Submission of Matters to a Vote of Security Holders
The Company held its Annual Meeting of Stockholders on May 25, 2022 (the “Annual Meeting”). Stockholders acted on the following items of business at the Annual Meeting:
1. The following nominees for Director were elected to serve until the 2023 Annual Meeting of Stockholders based upon the following votes:
| Nominee | Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||||||
| Gregory E. Aliff | 42,585,320 | 263,326 | 114,211 | 4,591,045 | ||||||||||||
| Terry P. Bayer | 42,634,866 | 208,768 | 119,223 | 4,591,045 | ||||||||||||
| Shelly M. Esque | 42,436,979 | 424,756 | 101,122 | 4,591,045 | ||||||||||||
| Martin A. Kropelnicki | 42,599,743 | 252,964 | 110,150 | 4,591,045 | ||||||||||||
| Thomas M. Krummel, M.D. | 42,085,770 | 760,466 | 116,621 | 4,591,045 | ||||||||||||
| Richard P. Magnuson | 41,331,606 | 1,515,966 | 115,285 | 4,591,045 | ||||||||||||
| Yvonne A. Maldonado, M.D. | 42,513,342 | 350,719 | 98,796 | 4,591,045 | ||||||||||||
| Scott L. Morris | 42,645,663 | 199,055 | 118,139 | 4,591,045 | ||||||||||||
| Peter C. Nelson | 41,789,966 | 1,063,709 | 109,182 | 4,591,045 | ||||||||||||
| Carol M. Pottenger | 42,525,650 | 338,715 | 98,492 | 4,591,045 | ||||||||||||
| Lester A. Snow | 42,392,476 | 453,254 | 117,127 | 4,591,045 | ||||||||||||
| Patricia K. Wagner | 42,776,882 | 87,605 | 98,370 | 4,591,045 | ||||||||||||
2. The advisory vote on the compensation paid to the Company’s named executive officers was approved as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 39,361,252 | 3,402,509 | 199,096 | 4,591,045 |
3. The appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2022 was ratified as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 46,986,563 | 387,638 | 179,701 | 0 |
4. The amendment to the Company’s Certificate of Incorporation to increase the number of authorized shares of common stock from 68,000,000 to 136,000,000 was approved as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 45,386,831 | 1,759,124 | 407,947 | 0 |
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 hereunto duly authorized.
| CALIFORNIA WATER SERVICE GROUP | ||
| Date: June 6, 2022 | By: | /s/ Martin A. Kropelnicki |
| Name: | Martin A. Kropelnicki | |
| Title: | President & Chief Executive Officer | |