Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): May 9, 2024

GLOBAL WATER RESOURCES, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-37756

90-0632193

(State or other jurisdiction of
incorporation or organization)

(Commission
File Number)

(IRS Employer
Identification No.)

21410 N. 19th Avenue #220

Phoenix,

Arizona

85027

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (480) 360-7775

Not Applicable

(Former name or former address, if changed since last report)

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 (see General Instruction A.2 below):


☐			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.


Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $0.01 per share	GWRS	The NASDAQ Stock Market, LLC

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 May 9, 2024, the stockholders of Global Water Resources, Inc. (the “Company”) approved an amendment (the “Plan Amendment”) to the Global Water Resources, Inc. 2020 Omnibus Incentive Plan (as amended, the “Plan”) to increase the total number of authorized shares of the Company’s common stock, par value $0.01 per share, available for grant thereunder by 967,010 shares.

The material terms of the Plan Amendment were described in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission (“SEC”) on March 26, 2024 (the “Proxy Statement”) under the caption “Proposal Four – Approval of the First Amendment to the Global Water Resources, Inc. 2020 Omnibus Incentive Plan,” which description is incorporated herein by reference.

The descriptions of the Plan Amendment contained herein and in the Proxy Statement do not purport to be complete and are qualified in their entirety by reference to the full text of the Plan Amendment, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference in its entirety.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits


Exhibit No.			Description
10.1			First Amendment to the Global Water Resources, Inc. 2020 Omnibus Incentive Plan
104			Cover Page Interactive Data File (formatted as Inline XBRL)

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 hereunto duly authorized.


						GLOBAL WATER RESOURCES, INC.

Date: May 15, 2024						/s/ Michael J. Liebman
						Michael J. Liebman
						Chief Financial Officer

FIRST AMENDMENT
TO THE
GLOBAL WATER RESOURCES, INC

2020 OMNIBUS INCENTIVE PLAN

Global Water Resources, Inc. (the “Company”) previously established the Global Water Resources, Inc. 2020 Omnibus Incentive Plan (the “Plan”). By the adoption of this First Amendment, the Company wishes to amend the Plan to increase the number of shares reserved and available for grant under the Plan from 1,170,000 to 2,137,010.

1. This First Amendment shall be effective as of the date it is approved by the Company’s stockholders at its 2024 annual meeting.

2. Section 5.1 (Available Shares) of the Plan is hereby amended and restated in its entirety to read as follows:

5.1 Available Shares. Subject to the adjustment provided in Section 5.2 (Share Counting; Lapsed Awards), the maximum number of shares of Stock reserved and available for grant under the Plan is 2,137,010, which number includes the number of shares of Stock that were authorized but unissued under the Global Water Resources, Inc. 2018 Stock Option Plan (875,000 shares as of July 30, 2019). The shares to be delivered under the Plan may consist, in whole or in part, of authorized but unissued Stock or shares purchased on the open market or treasury Stock not reserved for any other purpose.

3. This First Amendment amends only the provisions of the Plan as noted above, and those provisions not expressly amended shall be considered in full force and effect. Notwithstanding the foregoing, this First Amendment shall supersede the provisions of the Plan to the extent those provisions are inconsistent with the provisions and intent of this First Amendment.


4865-8842-4780.1

IN WITNESS WHEREOF, Global Water Resources, Inc. has caused this First Amendment to be executed this 9th day of May, 2024.

GLOBAL WATER RESOURCES, INC.

By: /s/ Michael J. Liebman

Its: Chief Financial Officer


4865-8842-4780.1

Cover	May 15, 2024
Document Information [Line Items]
Document Type	8-K
Document Period End Date	May 09, 2024
Entity Registrant Name	GLOBAL WATER RESOURCES, INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-37756
Entity Tax Identification Number	90-0632193
Entity Address, Address Line One	21410 N. 19th Avenue #220
Entity Address, Postal Zip Code	85027
Entity Address, City or Town	Phoenix,
Entity Address, State or Province	AZ
City Area Code	480
Local Phone Number	360-7775
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	GWRS
Security Exchange Name	NASDAQ
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0001434728