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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):
November 8, 2023
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Commission File Number | | Registrant; State of Incorporation; Address; and Telephone Number | | IRS Employer Identification No. |
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001-09057 | | WEC ENERGY GROUP, INC. | | 39-1391525 |
(A Wisconsin Corporation)
231 West Michigan Street
P.O. Box 1331
Milwaukee, WI 53201
(414) 221-2345
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 Section 12(b) of the Act:
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Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common Stock, $.01 Par Value | | WEC | | 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). 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 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
Consistent with previous commitments, Chairman Gale E. Klappa will continue to serve as Executive Chairman of WEC Energy Group, Inc. (the “Company”) until the Company’s annual shareholder meeting in May 2024.
The Company’s Board of Directors (the “Board”) has requested and Mr. Klappa has agreed to continue serving the Company thereafter in the role of Non-Executive Chairman, subject to annual Board nomination and shareholder approval. A copy of this agreement, dated November 8, 2023, is attached as Exhibit 10.1.
Compensation arrangements for Mr. Klappa in his new role will be determined in the normal course.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
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104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURES |
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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. |
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| WEC ENERGY GROUP, INC. |
| (Registrant) |
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| /s/ William J. Guc |
Date: November 9, 2023 | William J. Guc – Vice President and Controller |
[WEC ENERGY GROUP LETTERHEAD]
November 8, 2023
Mr. Gale Klappa
833 E. Michigan St.
Suite 1490
Milwaukee, WI 53202
Dear Gale,
As we’ve discussed over the past several months, the board greatly appreciates the exceptional leadership you provide to our company and our industry.
With your current agreement scheduled to conclude in May of next year, the board requests that you continue to serve the company thereafter in the role of non-executive chairman.
The appointment, of course, is subject to annual board nomination and stockholder approval.
Please indicate your willingness to serve in this capacity by signing below.
We look forward to extending our long and productive relationship.
Sincerely,
/s/ Ulice Payne, Jr.
Ulice Payne, Jr.
Chair, WEC Energy Group Compensation Committee
Acknowledged and Accepted:
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/s/ Gale E. Klappa | | November 8, 2023 |
Gale E. Klappa | | Date |