UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) | July 17, 2013 | |
OGE ENERGY CORP. | ||
(Exact Name of Registrant as Specified in Its Charter) | ||
Oklahoma | ||
(State or Other Jurisdiction of Incorporation) | ||
1-12579 | 73-1481638 | |
(Commission File Number) | (IRS Employer Identification No.) | |
321 North Harvey, P.O. Box 321, Oklahoma City, Oklahoma | 73101-0321 | |
(Address of Principal Executive Offices) | (Zip Code) | |
405-553-3000 | ||
(Registrant's Telephone Number, Including Area Code) | ||
(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 (see General Instruction A.2. below):
* 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)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
OGE Energy Corp. (the "Company") is the parent company of Oklahoma Gas and Electric Company ("OG&E"), a regulated electric utility with approximately 801,000 customers in Oklahoma and western Arkansas. In addition, OGE holds 50 percent of the general partner interest created by the merger of OGE's Enogex LLC midstream subsidiary and the pipeline and field services businesses of Houston-based CenterPoint Energy.
On July 17, 2013, the Company issued a press release announcing that the Company's Board of Directors named Sean Trauschke as President of OG&E. Mr. Trauschke, 46, will continue to serve as Vice President and Chief Financial Officer of both the Company and OG&E, positions Mr. Trauschke has held since April 2009. Prior to April 2009, Mr. Trauschke served as Senior Vice President of Investor Relations and Financial Planning of Duke Energy (electric utility company) since 2007. For further information, see the attached press release which is furnished as Exhibit 99.01 and incorporated herein by reference.
On July 17, 2013, the Company's Board of Directors elected a new director, Ms. Sheila G. Talton. Ms. Talton, President and Chief Executive Officer of Gray Matter Analytics, a consultancy offering data analytics and predictive modeling services and solutions to organizations in the financial services and health care industries, was elected, effective at the next Board meeting, to a term expiring at the Company's Annual Meeting of Shareholders scheduled for May 2014, at which time she is expected to be nominated for approval by the Company's shareowners. It has not yet been determined on which committees of the Board Ms. Talton will serve. Ms. Talton will receive compensation for her Board service consistent with the compensation received by the Company's other non-employee directors (which is described in Exhibit 10.38 to the Company's Form 10-K for the year ended December 31, 2012), prorated from the commencement of her service on the Board and committees on which she will serve. For further information, see the attached press release which is furnished as Exhibit 99.02 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits | |
Exhibit Number | Description |
99.01 | Press release dated July 17, 2013, announcing Sean Trauschke named President of Oklahoma Gas and Electric |
99.02 | Press release dated July 22, 2013, announcing OGE Energy Corp. names Sheila Talton to Board of Directors |
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 thereunto duly authorized.
OGE ENERGY CORP. | |
(Registrant) | |
By: | /s/ Scott Forbes |
Scott Forbes | |
Controller and Chief Accounting Officer | |
July 23, 2013
Exhibit 99.01
Sean Trauschke named president of Oklahoma Gas and Electric
Appointment first step in CEO succession planning
OKLAHOMA CITY - OGE Energy Corp. (NYSE: OGE) Chairman, President and CEO Pete Delaney today announced that the company's board of directors has named Sean Trauschke president of the company's Oklahoma Gas and Electric subsidiary. In addition to his new role, Trauschke will continue to serve as chief financial officer of both OGE Energy and OG&E, positions he has held since April 2009.
Delaney had served as president of OG&E since December 2011 when former president Danny Harris retired.
"This promotion recognizes Sean for his proven leadership, his knowledge and experience in the industry and his contributions as CFO," Delaney said. "Sean is committed to our culture, cares deeply for our members and is keenly aware of the strategic issues facing our industry. His appointment to this role is also an important step in our succession planning process. Having a clear succession plan is key to OGE Energy's long-term sustainability."
Trauschke joined OGE Energy in 2009 as vice president and CFO. Prior to joining OGE Energy, he served in various leadership positions at Duke Energy. He holds a bachelor's degree from the University of North Carolina at Charlotte and a master's degree in business administration from the University of South Carolina.
"I'm very honored and yet humbled to serve in this new role," Trauschke said. "Our company has more than a century of success behind it, as well as a dedicated, hard-working workforce that is second to none. I look forward to being a part of the utility's continued success."
OGE Energy is the parent company of Oklahoma Gas and Electric Company, a regulated electric utility serving more than 800,000 customers in Oklahoma and western Arkansas. In addition, OGE holds 50 percent of the general partner interest created by the combination of OGE's Enogex LLC midstream subsidiary and the pipeline and field services businesses of Houston-based CenterPoint Energy.
Exhibit 99.02
OGE Energy Corp. Names Sheila Talton to Board of Directors
OKLAHOMA CITY - OGE Energy Corp.(NYSE: OGE) today announced that Sheila G. Talton has been appointed to the company's Board of Directors effective as of the board's next regularly scheduled meeting in September. Ms. Talton's term will expire at the company's annual shareowners meeting scheduled for May 2014, at which time she will stand for re-election by the company's shareowners.
"Sheila will be a great addition to the OGE board," said Pete Delaney, OGE Energy chairman and CEO. "Sheila's expertise in the information technology area brings an important perspective to the boardroom in light of our smart grid implementation. She is a thought-leader in helping organizations increase value through breakthrough applications of technology. We look forward to Sheila's contribution to our efforts to further leverage technology to improve the utility customer experience and drive operational efficiency."
Ms. Talton, 60, currently serves as president and CEO of Gray Matter Analytics, a consultancy offering data analytics and predictive modeling services and solutions to organizations in the financial services and health care industries. Prior to founding Gray Matter, she served in a variety of leadership positions with global technology leaders Cisco Systems Inc. and Electronic Data Systems as well as other leading technology firms.
Ms. Talton, a graduate of the Northern Illinois University, also serves on the boards of Wintrust Financial Corporation (NASDAQ; WIFC) and ACCO Brands (NYSE: ACCO). She is a Congressional appointee on the U.S. White House Women's Business Council. She also has been recognized as one of the 'Top 10 Women in Technology' by Enterprising Women and as 'Entrepreneur of the Year' by the National Federation of Black Women Business Owners. She also serves on the boards of several nonprofit organizations including Chicago's Northwestern Hospital Foundation, the Chicago Shakespeare Theater and the Chicago Urban League.
OGE Energy is the parent company of Oklahoma Gas and Electric Company, a regulated electric utility serving more than 800,000 customers in Oklahoma and western Arkansas. In addition, OGE holds 50 percent of the general partner interest created by the combination of OGE's Enogex LLC midstream subsidiary and the pipeline and field services businesses of Houston-based CenterPoint Energy.