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) May 19, 2011
WESTAR ENERGY, INC.
(Exact name of registrant as specified in its charter)
| KANSAS | 1-3523 | 48-0290150 | ||
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 818 South Kansas Avenue, Topeka, Kansas | 66612 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code (785) 575-6300
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:
| ¨ | 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)) |
WESTAR ENERGY, INC.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 19, 2011, our Board of Directors announced that Mark A. Ruelle, our Executive Vice President and Chief Financial Officer, will succeed William B. Moore as our President and Chief Executive Officer upon his retirement. Effective May 19, 2011, Mr. Ruelle was appointed as a Class III director and as our President, and was re-appointed as our Chief Financial Officer. Mr. Moore will remain as our Chief Executive Officer and as a member of our Board of Directors but has announced his intention to retire later in 2011.
Since rejoining Westar Energy in January 2003, Mr. Ruelle, age 49, has served as our Executive Vice President and Chief Financial Officer, and as Vice President and Treasurer of our wholly-owned subsidiary, Kansas Gas and Electric Company.
Effective with his May 19, 2011 appointment as President and re-appointment as Chief Financial Officer, Mr. Ruelle’s annual base salary was increased to $650,000 from $445,000. No other changes were made to Mr. Ruelle’s compensation arrangements, and he will not receive any compensation in his capacity as director.
Item 7.01. Regulation FD Disclosure.
A copy of our May 19, 2011 press release is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
| Exhibit 99.1 | Press Release dated May 19, 2011 |
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.
| Westar Energy, Inc. | ||||
| Date: May 19, 2011 | By: | /s/ Larry D. Irick | ||
| Name: | Larry D. Irick | |||
| Title: | Vice President, General Counsel and Corporate Secretary | |||
EXHIBIT INDEX
| Exhibit |
Description of Exhibit | |
| Exhibit 99.1 | Press Release dated May 19, 2011 | |
Exhibit 99.1
|
Media contact: | |
| Gina Penzig, director, corporate communications | ||
| Phone: 785.575.8089 gina.penzig@WestarEnergy.com | ||
|
Investor contact: | ||
| Bruce Burns, director, investor relations | ||
| Phone: 785.575.8227 bruce.burns@WestarEnergy.com |
BOARD SELECTS RUELLE TO SUCCEED MOORE AS CEO
CFO Ruelle becomes president, director; Moore announces plan to retire.
TOPEKA, Kan., May 19, 2011 — The Westar Energy, Inc. (NYSE:WR) Board of Directors announced at today’s annual shareholder meeting that Executive Vice President and Chief Financial Officer Mark A. Ruelle, 49, will succeed President and Chief Executive Officer William B. Moore upon his retirement. Effective today, Ruelle will be president and chief financial officer. He was also added to the company’s board of directors.
“Mark was instrumental in Westar’s return to being a strong, successful electric utility,” said Charles Q. Chandler, IV, chairman of the board, “In addition to doing an outstanding job as CFO, Mark has been integral in developing and executing Westar’s business strategy.”
Ruelle and Moore were among executives who returned to Westar Energy in late 2002 and early 2003 when the company set course to shed debt and return to operating solely as a vertically integrated electric utility.
Moore remains as chief executive officer and board member but has indicated his intention to retire later this year. Over the next few months, Ruelle will become president and chief executive officer. Both executives are committed to a smooth transition of leadership.
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| Westar board selects Ruelle to succeed Moore | Page 2 of 2 |
“The board and I extend our gratitude to Bill. We wish him a long and healthy retirement. Bill returned to Westar in late 2002 to help restore the company and guide it to its sound state today,” Chandler said.
Since 2003, Ruelle has served as executive vice president and chief financial officer of Westar Energy. In that role, he has had responsibility for large construction projects, information technology and human resources in addition to accounting, finance and investor relations. Before returning to Westar Energy, Ruelle served in various executive positions at Sierra Pacific Resources, Inc. (NYSE: SRP), the owner of the largest electric utilities in Nevada. At Sierra Pacific Resources, Ruelle served four years as senior vice president and CFO and one year as president of its Nevada Power Company unit.
Photos of Moore and Ruelle are available at www.WestarEnergy.com/news.
Westar Energy, Inc. (NYSE: WR) is the largest electric utility in Kansas, providing electric service to about 687,000 customers in the state. Westar Energy has about 6,800 megawatts of electric generation capacity and operates and coordinates more than 34,000 miles of electric distribution and transmission lines.
For more information about Westar Energy, visit us on the Internet at http://www.WestarEnergy.com.