false 0001126956 0001126956 2023-11-08 2023-11-08 0001126956 sr:CommonStock100ParValueCustomMember 2023-11-08 2023-11-08 0001126956 sr:DepositarySharesCustomMember 2023-11-08 2023-11-08
 
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): November 8, 2023
 
Commission
File Number
  
Name of Registrant, Address of Principal
Executive Offices and Telephone Number
  
State of
Incorporation
  
IRS Employer
Identification No.
1-16681
  
Spire Inc.
700 Market Street
St. Louis, MO 63101
314-342-0500
  
Missouri
  
74-2976504
 
 
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 13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Exchange Act:
 
Title of each class
  
Trading Symbol(s)
  
Name of each exchange on which registered
         
Common Stock $1.00 par value
  
SR
  
New York Stock Exchange LLC
         
Depositary Shares, each representing a 1/1,000th interest in a share of 5.90% Series A Cumulative Redeemable Perpetual Preferred Stock, par value $25.00 per share
  
SR.PRA
  
New York Stock Exchange 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 November 8, 2023, Dr. Stephen S. Schwartz, director of Spire Inc. (the “Company”), announced his resignation from the Company’s Board of Directors (the “Board”), effective after the annual meeting of shareholders on January 25, 2024 (the “2024 Annual Meeting”). Dr. Schwartz serves on the Company’s Audit and Strategy Committees. Dr. Schwartz, who joined the Board in 2018, cited increasing business commitments outside the Company as the reason for his resignation and stated that his resignation was not as a result of any disagreement with management or the Board over the Company’s operations, policies or practices.
 
On November 8, 2023, Mr. Edward L. Glotzbach, Chair of the Board, also announced his retirement from the Board, effective January 25, 2024, due to reaching age 75, in accordance with the Company’s Corporate Governance Guidelines. Mr. Glotzbach joined the Board in 2005, and in addition to serving as Chair of the Board, also serves on the Company’s Audit, Compensation and Human Resources, and Strategy Committees.
 
In connection with Dr. Schwartz’s resignation from the Board, Mr. Steven L. Lindsey, who is currently a member of the Board’s class of directors with terms expiring in 2025, will become a member of the Board’s class of directors with terms expiring in 2024.  
 
On November 9, 2023, the Board voted to decrease the size of the Board from twelve to eleven members effective January 1, 2024 due to the resignation of Ms. Suzanne Sitherwood in connection with her retirement from the Company. The Board further voted to decrease the size of the Board from eleven to nine members effective January 25, 2024 due to the resignation of Dr. Schwartz and the retirement of Mr. Glotzbach.
 
 
 
 
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.
 
 
     
Spire Inc.
         
Date:
November 14, 2023
  
By:
/s/ Courtney M. Vomund
       
Courtney M. Vomund
Vice President, Corporate Secretary
 
 
 
v3.23.3
Document And Entity Information
Nov. 08, 2023
Document Information [Line Items]  
Entity, Registrant Name Spire Inc.
Document, Type 8-K
Document, Period End Date Nov. 08, 2023
Entity, File Number 1-16681
Entity, Address, Address Line One 700 Market Street
Entity, Address, City or Town St. Louis
Entity, Address, State or Province MO
Entity, Address, Postal Zip Code 63101
City Area Code 314
Local Phone Number 342-0500
Entity, Incorporation, State or Country Code MO
Entity, Tax Identification Number 74-2976504
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 0001126956
CommonStock100ParValue Custom [Member]  
Document Information [Line Items]  
Title of 12(b) Security Common Stock $1.00 par value
Trading Symbol SR
Security Exchange Name NYSE
DepositaryShares Custom [Member]  
Document Information [Line Items]  
Title of 12(b) Security Depositary Shares
Trading Symbol SR.PRA
Security Exchange Name NYSE
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