Form 8-K - Current report

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: May 13, 2024


Exact Name of Registrant	Commission	I.R.S. Employer
as Specified in Its Charter	File Number	Identification No.
Hawaiian Electric Industries, Inc.	1-8503	99-0208097
Hawaiian Electric Company, Inc.	1-4955	99-0040500

State of Hawaii

(State or other jurisdiction of incorporation)

1001 Bishop Street, Suite 2900, Honolulu, Hawaii 96813 - Hawaiian Electric Industries, Inc. (HEI)

1099 Alakea Street, Suite 2200, Honolulu, Hawaii 96813 - Hawaiian Electric Company, Inc. (Hawaiian Electric)

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code:

(808) 543-5662 - HEI

(808) 543-7771 - Hawaiian Electric

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:

☐ 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 12(b) of the Act:


Registrant	Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Hawaiian Electric Industries, Inc.	Common Stock, Without Par Value	HE	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 Rule12b-2 of the Securities Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company


Hawaiian Electric Industries, Inc.			☐			Hawaiian Electric Company, Inc.			☐

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.


Hawaiian Electric Industries, Inc.			☐			Hawaiian Electric Company, Inc.			☐

Item 5.07 Submission of matters to a vote of security holders

HEI: The Annual Meeting of Shareholders (Annual Meeting) of Hawaiian Electric Industries, Inc. (HEI) was held on May 13, 2024. Proxies for the meeting were solicited pursuant to Regulation 14A of the Securities Exchange Act of 1934. As of March 8, 2024, the record date for the Annual Meeting, there were 110,302,667 shares of HEI Common Stock issued and outstanding and entitled to vote. There was no solicitation in opposition to the nominees to the Board of Directors, as listed in the proxy statement for the Annual Meeting, and all such nominees were elected to the Board of Directors. Shareholders also (1) approved, on an advisory basis, a resolution approving the compensation of HEI's named executive officers, (2) approved the HEI Equity and Incentive Plan, as Amended and Restated, and (3) ratified the appointment of Deloitte & Touche, LLP as HEI's independent registered public accounting firm for 2024.

The final record of the voting of shares at the Annual Meeting is as follows:


	Shares of Common Stock

	For	Against	Abstain	Broker Non-Vote
Election of Directors
Thomas B. Fargo	60,675,787	4,260,650	681,186	23,504,721
Celeste A. Connors	63,193,897	1,777,483	646,243	23,504,721
Elisia K. Flores	62,964,119	1,978,401	675,103	23,504,721
Peggy Y. Fowler	61,625,027	3,423,014	569,582	23,504,721
Micah A. Kāne	62,883,853	2,148,416	585,354	23,504,721
William James Scilacci, Jr.	63,206,296	1,680,701	730,626	23,504,721
Scott W. H. Seu	63,425,174	1,587,019	605,430	23,504,721
Advisory vote on resolution approving the compensation of HEI's named executive officers	58,768,669	5,696,823	1,152,131	23,504,721
Approval of the HEI Equity and Incentive Plan, as Amended and Restated	60,293,697	4,175,560	1,148,366	23,504,721
Ratification of appointment of Deloitte & Touche, LLP as HEI's independent registered public accounting firm for 2024	85,870,360	2,157,426	1,094,558	0

Hawaiian Electric: On May 13, 2024, HEI, the sole common shareholder of Hawaiian Electric Company, Inc. (Hawaiian Electric), by written consent in lieu of an annual meeting of shareholders (1) fixed the number of Hawaiian Electric directors at six, (2) elected James A. Ajello, Timothy E. Johns (Chair), Shelee M. T. Kimura, Mary E. Kipp, Alana K. Pakkala and Toby B. Taniguchi to serve as directors until the next annual meeting of Hawaiian Electric shareholders, or until their successors are duly elected and qualified and (3) ratified the appointment of Deloitte & Touche, LLP as Hawaiian Electric's independent registered accounting firm for 2024.

SIGNATURES

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 thereunto duly authorized. The signature of the undersigned companies shall be deemed to relate only to matters having reference to such companies and any subsidiaries thereof.


HAWAIIAN ELECTRIC INDUSTRIES, INC.			HAWAIIAN ELECTRIC COMPANY, INC.
(Registrant)			(Registrant)
/s/ Scott T. DeGhetto			/s/ Paul K. Ito
Scott T. DeGhetto			Paul K. Ito
Executive Vice President,			Senior Vice President,
Chief Financial Officer and Treasurer			Chief Financial Officer and Treasurer


Date: May 15, 2024			Date: May 15, 2024

Cover	May 13, 2024
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	May 13, 2024
Entity Registrant Name	Hawaiian Electric Industries, Inc.
Entity File Number	1-8503
Entity Tax Identification Number	99-0208097
Entity Incorporation, State or Country Code	HI
Entity Address, Address Line One	1001 Bishop Street, Suite 2900
Entity Address, City or Town	Honolulu
Entity Address, State or Province	HI
Entity Address, Postal Zip Code	96813
City Area Code	808
Local Phone Number	543-5662
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of each class	Common Stock, Without Par Value
Trading Symbol	HE
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0000354707
Amendment Flag	false
Hawaiian Electric Company, Inc.
Entity Information [Line Items]
Entity Registrant Name	Hawaiian Electric Company, Inc.
Entity File Number	1-4955
Entity Tax Identification Number	99-0040500
Entity Address, Address Line One	1099 Alakea Street, Suite 2200
Entity Address, City or Town	Honolulu
Entity Address, State or Province	HI
Entity Address, Postal Zip Code	96813
City Area Code	808
Local Phone Number	543-7771
Entity Emerging Growth Company	false
Entity Central Index Key	0000046207
Amendment Flag	false