SPIRE INC (Form: 8-K, Received: 11/14/2018 16:33:48)

Commission

File Number

Name of Registrant, Address of Principal

Executive Offices and Telephone Number

State of

Incorporation

I.R.S. Employer

Identification No.

Spire Inc.
700 Market Street
St. Louis, MO 63101
314-342-0500

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, 2018

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))

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 8, 2018, the Spire Inc. (“Spire”) Board of Directors, upon the recommendation of the Compensation Committee, adopted and approved an amendment to the Spire Deferred Income Plan (“DIP”), which becomes effective January 1, 2019. The DIP affords eligible directors and officers of Spire (including its named executive officers) and its designated subsidiaries the ability to defer the receipt of a portion of their compensation, which will accrue earnings, with such deferrals forming the basis for benefits upon termination, death, or disability.

The amendment to the DIP updates the current plan, which was last amended effective January 1, 2018, to add a restorative contribution to the DIP to account for any missed 401(k) match on the amounts that participants defer to the DIP. Spire’s 401(k) plan provides a five percent (5%) match on eligible 401(k) compensation. Amounts that participants defer into the DIP reduce the amount of eligible 401(k) compensation. Accordingly, the total match received by participants of the 401(k) plan may be reduced due to participation in the DIP. The amendment provides for a contribution equal to the amount of the matching contribution that would have been made to a participant’s 401(k) plan account if the DIP deferrals had not been deferred and were instead includible in compensation for purposes of calculating the 401(k) plan match, subject to the limits established by Code Section 401(a)(17). This contribution will apply for deferrals made on and after January 1, 2019.

The foregoing description of the amendment to the DIP is qualified in its entirety by reference to the provisions, including defined terms, of the amendment to the DIP, which is filed herewith as Exhibit 10.1 to this Current Report, and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits .

The following exhibit is filed as part of this report:



10.1	Amendment 3 to Spire Deferred Income Plan effective January 1, 2019.

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 thereunto duly authorized.



	Spire Inc.

Date: November 14, 2018	By:	/s/ Steven P. Rasche
		Steven P. Rasche, Executive Vice President and Chief Financial Officer

Exhibit 10.1

AMENDMENT 3 TO

SPIRE DEFERRED INCOME PLAN

WHEREAS , Spire Inc. (the “Company”) adopted the Spire Inc. Deferred Income Plan effective January 1, 2005, which was most recently amended effective January 1, 2018 (the “Plan”);

WHEREAS , the Company has retained the right to amend the Plan; and

WHEREAS , the Company wishes to amend the Plan to add a restorative contribution for certain Participants who receive a lesser 401(k) plan matching contribution by making deferrals under the Plan.

NOW, THEREFORE , the Plan is hereby amended, effective as of January 1, 2019, as set forth herein.

1. A new subsection (e) shall be added to the end of Section 5, to read as follows.

(e) 401(k) Restorative Contribution. If a Participant participates in the Company’s 401(k) plan (“401(k) Plan”) and is making deferrals to the 401(k) Plan during a Plan Year, the Participant may be eligible to be credited with a “401(k) Restorative Contribution” for such Plan Year as described below.

(i) Unless otherwise determined by the Committee, with respect to each Plan Year, each such Participant who makes a deferral election under this Plan with respect to his or her Base Salary and/or Annual Incentive Compensation for such Plan Year, may be credited with a 401(k) Restorative Contribution. The 401(k) Restorative Contribution shall be equal to the amount of the Company matching contribution that would have been made to the Participant’s 401(k) Plan account if the Deferred Amounts had not been deferred and were instead includible in compensation for purposes of calculating the 401(k) Plan match, subject to the limits established by Code Section 401(a)(17).

(ii) The 401(k) Restorative Contribution shall be allocated to the Participant’s Retirement Distribution Account, described in Section 6(a), no later than March 31 of the Plan Year following the Plan Year in which the deferrals are made.

(iii) The 401(k) Restorative Contribution shall be invested in accordance with the Participant’s investment elections in place on the date the 401(k) Restorative Contribution is made to the Plan. A Participant may change such investment elections in accordance with Section 5(c).

(iv) Any 401(k) Restorative Contributions made under this Section 5(e) shall be credited only for that portion of Base Salary that relates to payroll periods commencing on or after January 1, 2019 and for Annual Incentive Compensation paid on or after January 1, 2019.

2. Except as otherwise provided in this amendment, the provisions of the Plan remain in full force and effect.

This amendment is adopted this 8 ^th day of November, 2018.



	SPIRE INC.

	By:	/s/ Gery Gorla

	Name:	Gery Gorla

	Title:	Vice President, Human Resources & Employee Experience