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Avangrid, Inc. Form 8-K: Current report

Avangrid, Inc. Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2024-12-23: Form 8-K; Period of report 2024-12-23; Description 1.02 Termination of a Material Definitive Agreement; 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; 5.02 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; Details 1.02.
  • 2024-10-29: Form 8-K; Period of report 2024-10-24; Description 1.01 Entry into a Material Definitive Agreement; Details 1.01.
  • 2024-10-24: Form 8-K; Period of report 2024-10-24; Description 8.01 Other Events; Details 8.01.
  • 2024-10-22: Form 8-K; Period of report 2024-10-22; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
FiledFormPeriod of reportDescriptionDetailsDocument
2024-12-238-K2024-12-231.02 Termination of a Material Definitive Agreement; 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; 5.02 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 Year1.02 The information provided in the Introductory Note of this Current Report (“Introductory Note”) is incorporated herein by reference into this Item 1.02.
2.01 The information provided in the Introductory Note and in Items 3.03, 5.02 and 5.03 of this Current Report is incorporated herein by reference into this Item 2.01.
3.01 The information provided in the Introductory Note and in Item 2.01 of this Current Report is incorporated by reference into this Item 3.01.
3.03 The information provided in the Introductory Note and in Items 2.01, 3.01 and 5.03 of this Current Report is incorporated by reference into this Item 3.03.
5.02 The information provided in the Introductory Note and in Item 2.01 of this Current Report is incorporated by reference into this Item 5.02.
5.03 The information provided in the Introductory Note and in Item 2.01 of this Current Report is incorporated by reference into this Item 5.03.
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2024-10-298-K2024-10-241.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.d827073d8k.htm
2024-10-248-K2024-10-248.01 Other Events8.01 As previously reported, on July 8, 2024, Kitty Hawk North, LLC, an indirect wholly owned subsidiary of Avangrid, Inc. (the “Corporation”), entered into an agreement with the Virginia Electric and Power Company, a wholly owned subsidiary of Dominion Energy, Inc., to sell the approximately 40,000-acre federal offshore lease OCS-A 0559 and certain associated assets for approximately $160 million.d900413d8k.htm
2024-10-228-K2024-10-222.02 Results of Operations and Financial Condition2.02 On October 22, 2024, Avangrid, Inc. (the “Corporation”) issued and posted a news release to its website (www.avangrid.com) announcing its financial results for the nine-month period ended September 30, 2024.d830525d8k.htm
2024-09-268-K2024-09-265.07 Submission of Matters to a Vote of Security Holders5.07 On September 26, 2024, Avangrid, Inc. (“Avangrid” or the “Company”) held its 2024 annual meeting of the shareholders of Avangrid (the “Annual Meeting”).d891210d8k.htm
2024-09-198-K2024-09-161.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
2.03 The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.03.
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2024-09-188-K2024-09-178.01 Other Events8.01 As previously disclosed, on May 17, 2024, Avangrid, Inc., a New York corporation (“Avangrid”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Iberdrola, S.A., a corporation organized under the laws of Spain (“Iberdrola”), and Arizona Merger Sub, Inc., a New York corporation and wholly-owned subsidiary of Iberdrola (“Merger Sub”).d839434d8k.htm
2024-09-068-K2024-09-045.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On September 4, 2024, Avangrid Service Company, a wholly owned subsidiary of Avangrid, Inc. (the “Corporation”), entered into a separation agreement and release (the “Separation Agreement”) with Catherine S. Stempien in connection with her previously announced resignation as President and Chief Executive Officer of Avangrid Networks, Inc. The Separation Agreement provides that Ms. Stempien will receive a payment of $1,530,000, subject to customary separation and release provisions.d858295d8k.htm
2024-09-058-K2024-09-058.01 Other Events8.01 As previously disclosed, on May 17, 2024, Avangrid, Inc., a New York corporation (“Avangrid”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Iberdrola, S.A., a corporation organized under the laws of Spain (“Iberdrola”), and Arizona Merger Sub, Inc., a New York corporation and wholly-owned subsidiary of Iberdrola (“Merger Sub”).d806596d8k.htm
2024-07-238-K2024-07-232.02 Results of Operations and Financial Condition2.02 On July 23, 2024, Avangrid, Inc. (the “Corporation”) issued and posted a news release to its website (www.avangrid.com) announcing its financial results for the six-month period ended June 30, 2024.d856814d8k.htm
2024-07-088-K2024-07-088.01 Other Events8.01 On July 8, 2024, Kitty Hawk North, LLC, an indirect wholly owned subsidiary of Avangrid, Inc. (the “Corporation”), entered into an agreement with the Virginia Electric and Power Company, a wholly owned subsidiary of Dominion Energy, Inc., to sell the approximately 40,000-acre federal offshore lease OCS-A 0559 and certain associated assets for approximately $158 million.d813369d8k.htm
2024-06-178-K2024-06-131.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
2.03 The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.03.
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2024-05-178-K2024-05-171.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
8.01 On May 17, 2024, Avangrid issued a press release announcing entry into the Merger Agreement.
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2024-05-078-K2024-05-015.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On May 1, 2024, Catherine S. Stempien, President and Chief Executive Officer of Avangrid Networks, Inc., a wholly owned subsidiary of Avangrid, Inc. (the “Corporation”), notified the Corporation of her intention to resign effective July 5, 2024.d831992d8k.htm
2024-04-238-K2024-04-232.02 Results of Operations and Financial Condition2.02 On April 23, 2024, Avangrid, Inc. (the “Corporation”) issued and posted a news release to its website (www.avangrid.com) announcing its financial results for the three-month period ended March 31, 2024.d828613d8k.htm
2024-04-158-K2024-04-115.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 On April 11, 2024, the Board of Directors (the “Board”) of Avangrid, Inc. (the “Company”) approved the Company entering into an indemnification agreement (the “Indemnification Agreement”) with its directors and certain officers (each an “indemnitee”) substantially in the form previously approved by the Board.
7.01 As announced on March 7, 2024, the Board’s Unaffiliated Committee (the “Committee”) is currently evaluating the non-binding proposal from Iberdrola, S.A. on March 6, 2024 to acquire all of the issued and outstanding shares of common stock of the Company not owned by Iberdrola, S.A. or its affiliates for $34.25 in cash per share.
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2024-03-188-K/A2024-02-155.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On February 15, 2024, the board of directors (the “Board”) of Avangrid, Inc. (the “Corporation”), upon the recommendation of its compensation and nominating committee of the Board (the “Compensation and Nominating Committee”), promoted Justin Lagasse to the position of Senior Vice President – Chief Financial Officer and Controller of the Corporation.d740378d8ka.htm
2024-03-078-K2024-03-077.01 Regulation FD Disclosure; 8.01 Other Events7.01 On March 7, 2024, Avangrid, Inc. (the “Corporation”) issued a news release announcing the receipt of a non-binding proposal from Iberdrola, S.A. to acquire all of the issued and outstanding shares of common stock of the Corporation not owned by Iberdrola, S.A. or its affiliates, a copy of which is attached as Exhibit 99.1.
8.01 On March 6, 2024, the Unaffiliated Committee (the “Committee”) of the Board of Directors (the “Board”) of the Corporation received a non-binding proposal from Iberdrola, S.A. to acquire all of the issued and outstanding shares of common stock of the Corporation not owned by Iberdrola, S.A. or its affiliates for $34.25 in cash per share.
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2024-02-218-K2024-02-212.02 Results of Operations and Financial Condition2.02 On February 21, 2024, Avangrid, Inc. (the “Corporation”) issued and posted a news release to its website (www.avangrid.com) announcing its financial results for the twelve-month period ended December 31, 2023.d776062d8k.htm
2024-02-208-K2024-02-155.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On February 15, 2024, the board of directors (the “Board”) of Avangrid, Inc. (the “Corporation”), upon the recommendation of its compensation and nominating committee of the Board (the “Compensation and Nominating Committee”), promoted Justin Lagasse to the position of Senior Vice President – Chief Financial Officer and Controller of the Corporation.d748289d8k.htm
2024-01-028-K2023-12-311.02 Termination of a Material Definitive Agreement; 7.01 Regulation FD Disclosure1.02 On December 31, 2023, Avangrid, Inc. (the “Corporation”) sent a notice to PNM Resources, Inc., a New Mexico corporation (“PNMR”), terminating the previously announced Agreement and Plan of Merger (as amended by the Amendment to Merger Agreement dated January 3, 2022, Amendment No. 2 to the Merger Agreement dated April 12, 2023, and Amendment No. 3 to the Merger Agreement dated June 19, 2023, collectively, the “Merger Agreement”), pursuant to which NM Green Holdings, Inc., a New Mexico corporation and wholly-owned subsidiary of the Corporation (“Merger Sub”), agreed to merge with and into PNMR (the “Merger”), with PNMR surviving the Merger as a direct wholly-owned subsidiary of the Corporation.
7.01 On January 2, 2024, the Corporation issued a statement announcing, among other things, the termination of the Merger Agreement.
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