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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A [X] ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2001 ----------------- OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to -------- -------- Commission File Number 1-3523 ------ Western Resources, Inc. ----------------------- (Exact name of registrant as specified in its charter) Kansas 48-0290150 ------ ---------- (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification Number) 818 South Kansas Avenue Topeka, Kansas 66612 (785) 575-6300 (Address, including zip code and telephone number, including area code, of registrant's principal executive offices) --------------------------- Securities registered pursuant to section 12(b) of the Act: Title of Each Class Name of each exchange on which registered ------------------- ----------------------------------------- Common Stock, par value $5.00 per share New York Stock Exchange Securities registered pursuant to section 12(g) of the Act: Preferred Stock, 4-1/2% Series, $100 par value ---------------------------------------------- (Title of Class) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No --- --- Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. (x) The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant was approximately $1,239,059,619 at March 14, 2002. Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date. Class Outstanding at March 14, 2002 ----- ----------------------------- Common Stock, par value $5.00 per share 71,415,540 Shares Documents Incorporated by Reference: Part Document ---- -------- III The registrant's definitive proxy statement for the Annual Meeting of Shareholders to be held June 11, 2002.
EXPLANATORY NOTE We are filing this amendment to our Annual Report on Form 10-K to amend Item 13. Certain Relationships and Related Transactions to provide in its entirety as follows. ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS - -------------------------------------------------------- The information required by Item 13 is set forth in our definitive proxy statement to be filed with the SEC for our 2002 Annual Meeting of Shareholders to be held on June 11, 2002. Such information is incorporated herein by reference to the material appearing under the caption "Certain Relationships and Related Transactions" in the proxy statement to be filed by us with the SEC.
SIGNATURE --------- Pursuant to the requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. WESTERN RESOURCES, INC. Date: April 23, 2002 By: /s/ Paul R. Geist ------------------------------------- ------------------------------- Paul R. Geist, Senior Vice President, Chief Financial Officer and Treasurer SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated: Signature Title Date --------- ----- ---- /s/ DAVID C. WITTIG Chairman of the Board, President and April 23, 2002 - ------------------------------------------ Chief Executive Officer (David C. Wittig) (Principal Executive Officer) /s/ PAUL R. GEIST Senior Vice President, Chief April 23, 2002 - ------------------------------------------ Financial Officer and Treasurer (Paul R. Geist) (Principal Financial and Accounting Officer) /s/ FRANK J. BECKER Director April 23, 2002 - ------------------------------------------ (Frank J. Becker) /s/ GENE A. BUDIG Director April 23, 2002 - ------------------------------------------ (Gene A. Budig) /s/ CHARLES Q. CHANDLER, IV Director April 23, 2002 - ------------------------------------------ (Charles Q. Chandler, IV) /s/ JOHN C. DICUS Director April 23, 2002 - ------------------------------------------ (John C. Dicus) /s/ R. A. EDWARDS III Director April 23, 2002 - ------------------------------------------ (R. A. Edwards III) /s/ DOUGLAS T. LAKE Director April 23, 2002 - ------------------------------------------ (Douglas T. Lake) /s/ JOHN C. NETTLES, JR. Director April 23, 2002 - ------------------------------------------ (John C. Nettles, Jr.)