ALLETE, Inc. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2025-12-15: Form 8-K; Period of report 2025-12-15; Description 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure; 8.01 Other Events; Details 2.01.
- 2025-12-11: Form 8-K; Period of report 2025-12-10; Description 7.01 Regulation FD Disclosure; 8.01 Other Events; Details 7.01.
- 2025-10-06: Form 8-K; Period of report 2025-10-05; Description 8.01 Other Events; Details 8.01.
- 2025-10-03: Form 8-K; Period of report 2025-10-03; Description 7.01 Regulation FD Disclosure; 8.01 Other Events; Details 7.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2025-12-15 | 8-K | 2025-12-15 | 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure; 8.01 Other Events | 2.01 The information set forth under the Introductory Note above is hereby incorporated by reference in its entirety into this Item 2.01. 3.01 The information set forth under the Introductory Note of this Current Report on Form 8-K is incorporated by reference in this Item 3.01. 3.03 The information set forth under the Introductory Note of this Current Report on Form 8-K and Items 3.01 and 5.03 is incorporated by reference in this Item 3.03. 5.01 The information set forth under the Introductory Note of this Current Report on Form 8-K is incorporated by reference in this Item 5.01. 5.02 In accordance with the terms of the Merger Agreement, at the Effective Time, all of the directors of the Company, except George Goldfarb, Susan Nestegard, Barbara Nick and Bethany Owen, ceased to be directors of the Company and members of any and all committees of the Company’s board of directors. 5.03 In accordance with the terms of the Merger Agreement, at the Effective Time, the Amended and Restated Articles of Incorporation of the Company were amended and restated in their entirety and such amended and restated articles of incorporation of the Surviving Corporation are filed herewith as Exhibit 3.1 to this Current Report on Form 8-K and are incorporated herein by reference. 7.01 On December 15, 2025, the Company issued a press release announcing the completion of the Merger. 8.01 As previously disclosed, the board of directors of the Company fixed October 16, 2025 as the record date for the Stub Period Dividend (defined below), provided holders of Common Stock hold their shares to the Closing. | ef20060780_8k.htm |
| 2025-12-11 | 8-K | 2025-12-10 | 7.01 Regulation FD Disclosure; 8.01 Other Events | 7.01 On December 11, 2025, ALLETE, Inc. (the “Company”) issued a press release announcing that the Company has reviewed the final written order from the Minnesota Public Utilities Commission (the “MPUC”) approving the Merger (as defined below) and that the Company expects the Merger to close on or about December 15, 2025, subject to the satisfaction or waiver of the remaining closing conditions. 8.01 As previously announced, on May 5, 2024, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among the Company, Alloy Parent LLC, a Delaware limited liability company (“Parent”), and Alloy Merger Sub LLC, a Delaware limited liability company and wholly owned subsidiary of Parent (“Merger Sub”). | ef20060783_8k.htm |
| 2025-10-06 | 8-K | 2025-10-05 | 8.01 Other Events | 8.01 As previously disclosed, on May 5, 2024, ALLETE, Inc. (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among the Company, Alloy Parent LLC, a Delaware limited liability company (“Parent”), and Alloy Merger Sub LLC, a Delaware limited liability company and wholly owned subsidiary of Parent (“Merger Sub”). | ale-20251005.htm |
| 2025-10-03 | 8-K | 2025-10-03 | 7.01 Regulation FD Disclosure; 8.01 Other Events | 7.01 On October 3, 2025, ALLETE, Inc. (the “Company”) issued a press release announcing that the Minnesota Public Utilities Commission (the “MPUC”) held a public hearing in which the MPUC voted in favor of approval of the Merger (as defined below). 8.01 As previously announced, on May 5, 2024, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among the Company, Alloy Parent LLC, a Delaware limited liability company (“Parent”), and Alloy Merger Sub LLC, a Delaware limited liability company and wholly owned subsidiary of Parent (“Merger Sub”). | ale-20251003.htm |
| 2025-07-14 | 8-K | 2025-07-09 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 2.03 On July 9, 2025, ALLETE, Inc. (ALLETE or Company) issued $250 million of the Company's first mortgage bonds (the "Bonds") to certain institutional buyers in the private placement market. | ale-20250709.htm |
| 2025-05-15 | 8-K | 2025-05-13 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 ALLETE, Inc. (the “Company”) held its 2025 annual meeting of shareholders on May 13, 2025. | ale-20250513.htm |
| 2025-04-16 | 8-K | 2025-04-16 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On April 16, 2025 (the “Effective Date”), Colin B. Anderson was named ALLETE Vice President, Chief Accounting Officer, and Controller, (“CAO”) of ALLETE, Inc. (the “Company”). | ale-20250416.htm |
| 2025-03-14 | 8-K/A | 2025-03-11 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 As previously disclosed, Jeffrey J. Scissons has been named Vice President, Chief Financial Officer and Corporate Treasurer (“CFO”) of ALLETE, Inc. (the “Company”), effective as of March 11, 2025 (the “Effective Date”). | ale-20250311.htm |
| 2025-03-11 | 8-K | 2025-03-11 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 11, 2025, ALLETE, Inc. (the “Company”) announced that Jeffrey J. Scissons has been named Vice President, Chief Financial Officer and Corporate Treasurer. | ale-20250311.htm |
| 2025-01-24 | 8-K | 2025-01-24 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 (b) On January 24, 2025, ALLETE, Inc. (the “Company”) announced the planned retirement of Steven W. Morris, Senior Vice President and Chief Financial Officer. | ale-20250124.htm |