UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Current Report Pursuant to Section 13
or 15(d) of
The Securities Exchange Act of 1934
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| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On June 29, 2023, the Board of Directors (the “Board”) of California Water Service Group (the “Company”) voted to increase the size of the Board from nine to ten directors and to elect Charles R. Patton to the Board, effective July 1, 2023.
In connection with his appointment to the Board, Mr. Patton will be eligible to receive compensation in accordance with the Company’s compensatory arrangements for non-employee directors as described in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 19, 2023 under the heading “Corporate Governance Matters—Director Compensation.”
The Company intends to enter into an indemnification agreement with Mr. Patton in substantially the same form as the Company has entered into with each of the Company’s existing directors and as previously filed with the Securities and Exchange Commission.
There are no arrangements or understandings between Mr. Patton and any other person pursuant to which Mr. Patton was selected as a director. There is no information that is required to be disclosed with respect to Mr. Patton pursuant to Item 404(a) of Regulation S-K.
On July 5, 2023, the Company issued a press release announcing the election of Mr. Patton to the Board. A copy of the press release is attached hereto as Exhibit 99.1.
| Item 9.01. | Financial Statements and Exhibits |
We hereby furnish the following exhibits, which shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing, with this report:
| Exhibit No. | Description | |
| 99.1 | Press Release issued July 5, 2023 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| CALIFORNIA WATER SERVICE GROUP | ||
| Date: July 5, 2023 | By: | /s/ Martin A. Kropelnicki |
| Name: | Martin A. Kropelnicki | |
| Title: | Chairman, President & Chief Executive Officer | |