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Section 1: 8-K (8-K ANNUAL MEETING 043019)

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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) April 30, 2019
____________

BLACK HILLS CORPORATION
(Exact name of registrant as specified in its charter)
____________

South Dakota
(State or other jurisdiction of incorporation)
001-31303
 
46-0458824
(Commission File Number)
(IRS Employer Identification No.)
 
 
 
  7001 Mount Rushmore Road
Rapid City, South Dakota
(Address of principal executive offices)
 
57702
 
(Zip Code)
605.721.1700
(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))    

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.

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 of $1.00 par value
BKH
New York Stock Exchange





Item 5.07 Submission of Matters to a Vote of Security Holders

The Company held its Annual Meeting of Shareholders on April 30, 2019, at which three proposals were submitted. The proposals are described in detail in the Company’s proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on March 15, 2019. A quorum of shares was present for the Annual Meeting, and the final results for the votes regarding the proposals are set forth below.

1.
Shareholders elected one director to serve for a two-year term to expire at the Annual Meeting of Shareholders in 2021 and three directors to serve for a three-year term to expire at the Annual Meeting of Shareholders in 2022, and until their successors shall be duly elected and qualified. The name of each director elected, and the votes cast for each such individual, are set forth below:

Nominee
For
Withheld
Broker Non-Votes
Linden R. Evans
49,867,942
528,228
4,910,423
Robert P. Otto
49,695,937
700,233
4,910,423
Mark A. Schober
49,679,544
716,625
4,910,423
Thomas J. Zeller
49,137,682
1,258,487
4,910,423
 
2.
Shareholders approved a proposal to ratify the appointment of Deloitte & Touche LLP to serve as our independent registered public accounting firm for the year 2019. The votes regarding Proposal 2 were as follows:

For
Against
Abstain
Broker Non-Votes
54,301,732
854,150
150,710
-0-

3.
Shareholders approved, on an advisory and non-binding basis, the compensation of the Company’s named executive officers, as disclosed in the proxy statement. The votes regarding Proposal 3 were as follows:

For
Against
Abstain
Broker Non-Votes
 48,882,832
1,139,703
373,634
4,910,423








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.


 
BLACK HILLS CORPORATION
 
 
 
By:/s/ Brian G. Iverson
 
Brian G. Iverson
 
Senior Vice President
 
and General Counsel
Date:May 2, 2019
 





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