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
November 1, 2018
Date of Report (Date of earliest event reported)
ATMOS ENERGY CORPORATION
(Exact Name of Registrant as Specified
in its Charter)
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TEXAS AND VIRGINIA
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1-10042
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75-1743247
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(State or Other Jurisdiction
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(Commission File
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(I.R.S. Employer
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of Incorporation)
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Number)
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Identification No.)
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1800 THREE LINCOLN CENTRE,
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5430 LBJ FREEWAY, DALLAS, TEXAS
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75240
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(Address of Principal Executive Offices)
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(Zip Code)
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(972) 934-9227
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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
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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.
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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.
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(d)
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On November 1, 2018, Sean Donohue was elected to the Board of Directors of the Company, effective November 1, 2018, with his term expiring at the 2019 annual meeting of shareholders on February 6, 2019. Mr. Donohue will participate in all applicable compensation and benefit plans offered by the Company to our directors. Mr. Donohue has not received any grant or award under any Company plan, contract or arrangement in connection with his election.
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A copy of a news release issued on November 1, 2018 announcing Mr. Donohue's election to the Board of Directors is filed herewith as Exhibit 99.1.
On November 1, 2018, Diana J. Walters was elected to the Board of Directors of the Company, effective November 1, 2018, with her term expiring at the 2019 annual meeting of shareholders on February 6, 2019. Ms. Walters will participate in all applicable compensation and benefit plans offered by the Company to our directors. Ms. Walters has not received any grant or award under any Company plan, contract or arrangement in connection with her election.
A copy of a news release issued on November 1, 2018, announcing Ms. Walters' election to the Board of Directors is filed herewith as Exhibit 99.2.
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Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits
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Exhibit Number
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Description
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99.1
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99.2
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SIGNATURE
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.
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ATMOS ENERGY CORPORATION
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(Registrant)
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DATE:
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November 1, 2018
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By:
/s/ KAREN E. HARTSFIELD
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Karen E. Hartsfield
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Senior Vice President, General Counsel
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and Corporate Secretary
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Exhibit 99.1
Analysts and Media Contact:
Jennifer Hills (972) 855-3729
Atmos Energy Corporation Names
Sean Donohue to Board of Directors
DALLAS
(November 1, 2018) - Atmos Energy Corporation (NYSE: ATO) announced today that Sean Donohue has been elected to its board of directors, effective November 1, 2018.
Donohue serves as the Chief Executive Officer of Dallas Fort Worth International Airport (“DFW”), the fourth largest airport in the world measured in operations. DFW has achieved the distinction as the largest carbon neutral airport in the world. Donohue has over 30 years of worldwide executive experience, starting his career with United Airlines and serving as Chief Operating Officer for Virgin Australia.
“Sean Donohue is an excellent addition to our board. His experience as a leader in a highly regulated industry and his management of a public enterprise with safety and security as two of its top priorities brings great value and thought diversity to our board,” said Kim R. Cocklin, executive chairman of the Atmos Energy board.
Donohue is a member of the Executive Committee for the World Travel and Tourism Council, a board member of the U.S. Travel Association and serves on numerous non-profit boards in North Texas. Donohue received his Bachelor of Science degree in marketing and economics from Boston College.
About Atmos Energy
Atmos Energy Corporation, headquartered in Dallas, is the country's largest, fully-regulated, natural-gas-only distributor, serving over three million natural gas distribution customers in over 1,400 communities in eight states from the Blue Ridge Mountains in the East to the Rocky Mountains in the West. Atmos Energy also manages company-owned natural gas pipeline and storage assets, including one of the largest intrastate natural gas pipeline systems in Texas. For more information, visit
https://www.atmosenergy.com
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Exhibit 99.2
Analysts and Media Contact:
Jennifer Hills (972) 855-3729
Atmos Energy Corporation Names
Diana J. Walters to Board of Directors
DALLAS
(November 1, 2018)-Atmos Energy Corporation (NYSE: ATO) announced today that Diana J. Walters has been elected to its board of directors. Her election, effective November 1, 2018, will increase the size of the board to 14 directors.
Walters is the Founder and Managing Partner of 575 Grant, LLC, which is engaged in providing financial advisory services as well as the creation and execution of corporate strategic plans.
Walters has over 30 years of management and investment experience primarily in the natural resources sector, including senior leadership positions with Credit Suisse First Boston and Tatham Offshore, Inc. (where she served as Chief Financial Officer). She currently serves on the Board of Directors for Alta Mesa Resources, Inc. (Audit Committee Chair), Trilogy Metals, Inc. and Platinum Group Metals.
“Di has a significant amount of experience in the energy sectors and brings over 30 plus years of management in public and private finance, strategic development, principal investments and exposure to both international and domestic markets. She will add significant value to the strategic discussions with her diverse experience in the industry,” said Kim R. Cocklin, executive chairman of the Atmos Energy board.
Walters received her Bachelor of Arts degree and a Master of Arts in Energy and Mineral Resources from the University of Texas at Austin.
About Atmos Energy
Atmos Energy Corporation, headquartered in Dallas, is the country's largest, fully-regulated, natural-gas-only distributor, serving over three million natural gas distribution customers in over 1,400 communities in eight states from the Blue Ridge Mountains in the East to the Rocky Mountains in the West. Atmos Energy also manages company-owned natural gas pipeline and storage assets, including one of the largest intrastate natural gas pipeline systems in Texas. For more information, visit
https://www.atmosenergy.com
.
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