Southwest Gas Holdings, Inc. (Form: 8-K, Received: 03/06/2020 06:01:39)

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) March 3, 2020

SOUTHWEST GAS HOLDINGS, INC.

(Exact name of registrant as specified in its charter)



Delaware	001-37976	81-3881866
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

5241 Spring Mountain Road

Post Office Box 98510

Las Vegas, Nevada 89193-8510

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (702) 876‑7237



Securities registered pursuant to Section 12(b) of the Act:
Title of each class	Trading Symbol	Name of each exchange on which registered
Southwest Gas Holdings, Inc. Common Stock, $1 Par Value	SWX	New York Stock Exchange

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.

(b) On March 3, 2020, Thomas E. Chestnut tendered his resignation from the Board of Directors (the “Board”) of Southwest Gas Holdings, Inc. (the “Company”), and all related Board committees, to be effective immediately prior to the Company’s 2020 Annual Meeting of Stockholders taking place on May 7, 2020. In connection with Mr. Chestnut’s resignation, the Board has determined to fix the number of authorized directors at 10, effective immediately prior to the Company’s 2020 Annual Meeting of Stockholders. The Company is grateful for Mr. Chestnut’s 16 years of service as a member of the Board and thanks him for his sound counsel in contributing to the Company’s success. Mr. Chestnut’s decision to resign did not involve any disagreement on any matter relating to the Company’s operations, policies or practices.

SIGNATURE

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.



	SOUTHWEST GAS HOLDINGS, INC.

Date: March 6, 2020
	/s/ THOMAS E. MORAN
	Thomas E. Moran
	Corporate Secretary/Legal Counsel