Form 8-K - Current report

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): August 22, 2024

   

AVISTA CORPORATION

(Exact name of Registrant as Specified in Its Charter)


Washington	001-03701	91-0462470
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1411 East Mission Avenue
Spokane, Washington		99202-2600
(Address of Principal Executive Offices)		(Zip Code)

    Registrant’s Telephone Number, Including Area Code: 509 489-0500

   

(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:

☐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(s)	Name of each exchange on which registered
Common Stock	AVA	The New York Stock Exchange

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 August 22, 2024, Dennis P. Vermillion, Chief Executive Officer of Avista Corporation (Avista Corp. or the Company), announced to the Company’s board of directors that he will step down as Chief Executive Officer and as an Avista Corp. board member, effective December 31, 2024.

Following Mr. Vermillion's announcement, the Company’s board of directors appointed Heather L. Rosentrater President and Chief Executive Officer and an Avista Corp. board member, effective January 1, 2025. Ms. Rosentrater is currently the Company's President and Chief Operating Officer. Subsequent to December 31, 2024, Mr. Vermillion will continue as Executive Vice President and strategic advisor to the Company, supporting the transition to the new Chief Executive Officer until his ultimate retirement by the end of the first quarter of 2025.

Ms. Rosentrater’s compensation and other employment arrangements as Chief Executive Officer of Avista Corp. will be determined at a later date.

Reference is made to the press release filed as Exhibit 99.1 to this Current Report which is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.


(d)	Exhibits
99.1	Press release dated August 26, 2024, which is being filed pursuant to Item 5.02.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

Neither the filing of such press release as an exhibit to this Current Report nor the inclusion in such press release of a reference to Avista Corp.'s internet website shall, under any circumstances, be deemed to incorporate the information available at such website into this Current Report. The information available at Avista Corp.'s internet website is not part of this Current Report or any other report furnished or filed by Avista Corp. with the Securities and Exchange Commission.

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.


			Avista Corporation
			(Registrant)

Date:	August 26, 2024	By:	/s/ Gregory C. Hesler
			Gregory C. Hesler Senior Vice President, General Counsel, Corporate Secretary and Chief Ethics/Compliance Officer

Exhibit 99.1

Contact:

Media: Lena Funston (509) 495-8090 lena.funston@avistacorp.com

Investors: Stacey Wenz (509) 495-2046 stacey.wenz@avistacorp.com

Avista 24/7 Media Access (509) 495-4174

Avista CEO Dennis Vermillion Announces Retirement

Heather Rosentrater is named the first female CEO in the Company’s history.

SPOKANE, Wash. – August 26, 2024, 1:05 p.m. PDT: Avista Corp. (NYSE: AVA) Chief Executive Officer Dennis Vermillion announced to the company’s board of directors that he will retire from the company in the first quarter of 2025. Vermillion will transition his duties as CEO to Avista President and COO Heather Rosentrater, who was appointed to CEO by the company’s board of directors, effective January 1, 2025. As CEO, Rosentrater will retain the role of president. She has also been appointed to the board of directors, effective January 1, 2025.

“Succession planning is something that we’ve carefully considered and purposely planned for over the years,” said Vermillion. "Heather has demonstrated a strong commitment to our company, employees, communities, and shareholders. I am confident she will successfully lead Avista into the future. At every turn since joining Avista, Heather has positioned our utility to be at the forefront of innovation. She has demonstrated she possesses the values, strength, acumen, and insights to lead Avista during these unique times. I’m excited for Avista’s future under Heather’s leadership as CEO, the first female CEO in our company’s history.”

Heather Rosentrater became President and COO on October 1, 2023. Rosentrater has spent her entire professional career at Avista, beginning in 1996 as a student engineering technician for Avista Labs. This fuel cell subsidiary business was later sold and became ReliOn. In 1999, Rosentrater joined Avista Corp. as an electrical engineer and was quickly promoted to leadership roles that built her expertise across Avista’s electric and natural gas businesses. She’s managed departments and projects in electric transmission and distribution, system operations, natural gas supply, and business process improvement before being named Vice President of Energy Delivery in 2015. In 2019, Rosentrater was named Senior Vice President of Energy Delivery and Shared Services. In August 2022, her responsibilities expanded to Senior Vice President and Chief Operating Officer.

“My family’s history in the area extends back to the founding of Avista, what was then called Washington Water Power, and the Spokane Falls has been the backdrop of my career,” said Rosentrater. "Having grown up in the area, including attending Gonzaga University, I am extremely honored to help continue Avista’s long-standing legacy of supporting community vitality through energy. It’s an incredible time to be in the energy industry. We have important work ahead of us to achieve our clean energy goals safely, responsibly, and affordably while remaining focused on our financial results. I’m excited to support Avista’s dedicated and skilled employees and to partner with our communities, customers, and other stakeholders to advance that effort. As Avista celebrates its 135th anniversary this year, I’m confident that our

trustworthy, collaborative, and innovative values set Avista up for success for the next 135 years.”

Retiring CEO Vermillion is a Spokane native and a Washington State University graduate. He joined Avista in 1985, gaining extensive utility experience through numerous staff and leadership roles, including serving in senior leadership roles for nearly 24 years. In addition to his role as CEO, Vermillion served as president of Avista Corp, senior vice president of Avista Corp and president of Avista Utilities, and vice president of energy resources. From February 2001 until its sale in June 2007, he served as president and chief operating officer of subsidiary Avista Energy.

Over the decades of Vermillion’s career in the utility industry, he led Avista through some of its more challenging times. His leadership was crucial during the COVID-19 pandemic when supply chain disruptions, inflation pressures, and numerous other factors affected many businesses. He also navigated the company through the challenges of delivering on its mission to provide safe, affordable, and reliable energy to its customers while evolving to be the utility of the future.

“As I approach my retirement, I am filled with pride in the work we have accomplished together,” Vermillion said. “One of the most rewarding achievements has been our successful succession planning efforts, which have ensured a smooth transition and a bright future for the company.”

Vermillion directed the business through an increasingly complicated regulatory climate, new energy policies, and shifting expectations accompanying the ongoing transition to clean energy. He promoted Avista’s ongoing investment to modernize our grid for resiliency and to meet customers’ needs, including the investment in projects to meet increasing demand and mitigate wildfire risk. This has been a crucial step forward in protecting communities and safeguarding Avista’s operations.

“There’s a reason I chose to stay with Avista for nearly 40 years. This is a great company with employees who truly care about the communities we serve. It’s been rewarding to have led Avista over the past five years, and I am confident that the company is well-positioned for continued success and growth. I look forward to this next chapter, cheering on the Washington State Cougs, traveling, and enjoying the beauty of the Pacific Northwest with my wife and family,” Vermillion said.

About Avista

Avista Corp. is an energy company involved in the production, transmission and distribution of energy as well as other energy-related businesses. Avista Utilities is the operating division that provides electric service to 418,000 customers and natural gas to 382,000 customers. Its service territory covers 30,000 square miles in eastern Washington, northern Idaho and parts of southern and eastern Oregon, with a population of 1.7 million. Alaska Energy and Resources Company is an Avista subsidiary that provides retail electric service to 18,000 customers in the city and borough of Juneau, Alaska, through its subsidiary Alaska Electric Light and Power Company. Avista stock is traded under the ticker symbol “AVA.” For more information about Avista, please visit www.avistacorp.com.

Avista Corp. and the Avista logo are trademarks of Avista Corporation.

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SOURCE: Avista Corporation

Document And Entity Information	Aug. 22, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 22, 2024
Entity Registrant Name	AVISTA CORP
Entity Central Index Key	0000104918
Entity Emerging Growth Company	false
Entity File Number	001-03701
Entity Incorporation, State or Country Code	WA
Entity Tax Identification Number	91-0462470
Entity Address, Address Line One	1411 East Mission Avenue
Entity Address, City or Town	Spokane
Entity Address, State or Province	WA
Entity Address, Postal Zip Code	99202-2600
City Area Code	509
Local Phone Number	489-0500
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	AVA
Security Exchange Name	NYSE