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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 6, 2020

 

Dominion Energy, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 Virginia

001-08489

54-1229715

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

 

 

120 Tredegar Street

Richmond, Virginia

 

23219

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (804) 819-2000

 

(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 Instructions 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, no par value

 

D

 

New York Stock Exchange

2016 Series A 5.25% Enhanced Junior Subordinated Notes

 

DRUA

 

New York Stock Exchange

2019 Series A Corporate Units

 

DCUE

 

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 5.07Submission of Matters to a Vote of Security Holders

 

The Annual Meeting of Dominion Energy, Inc. (the “Company”) was held on May 6, 2020.  Results of items presented for voting are listed below.

 

The following nominees were elected to the Board for a one-year term or until next year’s annual meeting: James A. Bennett, Helen E. Dragas, James O. Ellis, Jr., Thomas F. Farrell, II, D. Maybank Hagood, John W. Harris, Ronald W. Jibson, Mark J. Kington, Joseph M. Rigby, Pamela J. Royal, Robert H. Spilman, Jr., Susan N. Story, and Michael E. Szymanczyk. The votes cast with respect to all of the nominees presented at the Annual Meeting were as follows.

 

Nominee

    Votes

      For

   Votes

Against

   Votes

Abstained

   Broker

  Non-vote

James A. Bennett

570,678,104

3,342,691

1,793,459

128,010,304

Helen E. Dragas

560,600,354

13,624,816

1,589,082

128,010,306

James O. Ellis, Jr.

570,715,009

3,294,747

1,804,500

128,010,302

Thomas F. Farrell, II

541,016,507

31,166,615

3,631,130

128,010,306

D. Maybank Hagood

570,291,492

3,693,354

1,829,406

128,010,306

John W. Harris

529,362,050

42,969,575

3,482,627

128,010,306

Ronald W. Jibson

568,499,144

5,462,334

1,852,775

128,010,305

Mark J. Kington

546,805,919

27,192,867

1,815,468

128,010,304

Joseph M. Rigby

570,914,826

3,095,628

1,803,802

128,010,302

Pamela J. Royal

570,333,705

3,866,994

1,613,554

128,010,305

Robert H. Spilman, Jr.

548,388,947

25,628,425

1,796,882

128,010,304

Susan N. Story

570,230,348

3,971,135

1,612,769

128,010,306

Michael E. Szymanczyk

560,173,599

13,794,753

1,845,898

128,010,308

 

 

The appointment of Deloitte & Touche LLP as our independent auditor for 2020 was ratified by shareholders as follows:

 

Votes For

 

Votes Against

 

Votes Abstained

666,749,193

 

35,038,961

 

2,036,404

 

 

Shareholders approved an advisory vote on approval of executive compensation (“say on pay”).  The vote was as follows:

 

Votes For

 

Votes Against

 

Votes Abstained

 

Broker Non-Vote

495,268,888

 

76,579,333

 

3,966,025

 

128,010,312

 

 

A shareholder proposal requesting the Company to adopt a policy to require an independent Board Chair was not approved.  The vote was as follows:

 

Votes For

 

Votes Against

 

Votes Abstained

 

Broker Non-Vote

252,922,154

 

289,768,870

 

33,123,221

 

128,010,313

 

 

A shareholder proposal requesting the Company to permit shareholders the right to act by written consent was not approved.  The vote was as follows:

 

Votes For

 

Votes Against

 

Votes Abstained

 

Broker Non-Vote

177,646,454

 

392,383,721

 

5,784,070

 

128,010,313

 

 

Item 9.01 Financial Statements and Exhibits

 

Exhibit

 

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 


 

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.

 

 

 

 

DOMINION ENERGY, INC.

 

Registrant

 

 

 

 

 

 

By:

/s/ Carter M. Reid

 

 

 

Carter M. Reid

 

 

 

Executive Vice President,
Chief of Staff and Corporate Secretary

and President – Dominion Energy Services

 

 

Date:  May 7, 2020

 

 

 

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