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): June 24, 2016
NATIONAL FUEL GAS COMPANY
(Exact name of registrant as specified in its charter)
New Jersey | 1-3880 | 13-1086010 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
6363 Main Street, Williamsville, New York | 14221 | |||
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (716) 857-7000
Former name or former address, if changed since last report: Not Applicable
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. |
On June 24, 2016, the Board of Directors (Board) of National Fuel Gas Company (the Company) elected Rebecca Ranich to serve as a director of the Company, to hold office until the Companys next Annual Meeting of Stockholders. Ms. Ranich is a former Director of Deloitte Consulting, LLP where she led the firms Energy and Sustainability Investment Advisory services for public sector clients. Ms. Ranich has been named to the Boards Nominating/Corporate Governance Committee.
The Company will compensate Ms. Ranich in the same manner it compensates its other non-employee directors, as described at page 16 of the Companys proxy statement filed January 22, 2016. In addition, like the Companys other directors, Ms. Ranich has received an indemnification agreement, the terms of which are described in the Companys Form 8-K filed September 18, 2006.
Item 7.01 | Regulation FD Disclosure. |
A copy of the Companys press release dated June 24, 2016 regarding the election of Ms. Ranich as a director is furnished as part of this Current Report as Exhibit 99.
Neither the furnishing of the press release as an exhibit to this Current Report nor the inclusion in such press release of any reference to the Companys internet address shall, under any circumstances, be deemed to incorporate the information available at such internet address into this Current Report. The information available at the Companys internet address is not part of this Current Report or any other report filed or furnished by the Company with the Securities and Exchange Commission.
Item 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits |
Exhibit 99 | Press release furnished regarding election of new director |
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.
NATIONAL FUEL GAS COMPANY | ||||||
June 27, 2016 | By: | /s/ Paula M. Ciprich | ||||
Paula M. Ciprich | ||||||
Secretary |
EXHIBIT INDEX
Exhibit Number |
Description | |
99 |
Press release furnished regarding election of new director |
Exhibit 99
|
National Fuel Gas Company | Financial News | ||
6363 Main Street | ||||
Williamsville, N.Y. 14221 | ||||
Brian M. Welsch | ||||
Investor Relations | ||||
716-857-7875 | ||||
David P. Bauer | ||||
Treasurer | ||||
716-857-7318 |
National Fuel Elects New Director for Corporate Board
(June 24, 2016) Williamsville, N.Y.: Members of the National Fuel Gas Company (National Fuel or the Company) (NYSE: NFG) Board of Directors elected Rebecca Ranich as a new director. Her term begins on June 24.
A former director at Deloitte Consulting, LLP, Ranich led the Firms Energy and Sustainability Investment Advisory Services, providing counsel on more than $1 billion of investments. Her practice focused on strategic energy management investment, including advising on mitigating and managing risks related to energy supply, demand and climate change issues. Preceding her position at Deloitte, Ranich worked at PSG International, where she was part of the management team leading negotiations to implement the Trans-Caspian Gas Pipeline, a multi-billion dollar, 1,700-kilometer pipeline project transporting natural gas from Turkmenistan to Turkey. Prior to that, Ranich was a Vice President at Michael Baker Corporation (Baker), an international engineering, energy and environmental services firm. While at Baker, she held executive responsibility for the firms energy and environmental engineering services in Europe, Russia and the Caspian region, where projects had a construction value in excess of $40 billion. She managed offices in London, Naples, Wiesbaden and Moscow, as well as in Yuzhno-Sakhalinsk and Ukhta in the Russian Federation.
Rebecca is a highly accomplished executive with an extensive background in the energy industry, said David F. Smith, National Fuels Chairman of the Board. Her depth of knowledge and industry experience will be a valuable addition to the National Fuel Board and will further expand our Boards already broad range of expertise and strategic perspectives. We are pleased to welcome Rebecca to our Board.
(more)
Exhibit 99
Ranich currently serves as a member of the Board of Directors for Questar Corporation, where she is chair of the Governance and Nominating Committee and a member of the Management Performance Committee. She serves as vice chair of the Board of the Gas Technology Institute and chair of the Investment Committee and is an advisory board member of Yet Analytics, an xAPI data analytics platform. In addition to being an investor in and advisor to emerging technology companies, Ranich is a member of the Baltimore Angels an early stage investment group, the National Petroleum Council and the Technology Commercialization Panel for the Johns Hopkins University Applied Physics Laboratory. Ranich earned a bachelors degree from Northwestern University and a masters degree in business administration from the University of Detroit Mercy.
National Fuel is a diversified energy company headquartered in Western New York that operates an integrated collection of natural gas and oil assets across five business segments: Exploration & Production, Pipeline & Storage, Gathering, Utility, and Energy Marketing. Additional information about National Fuel is available at www.nationalfuelgas.com.
Analyst Contact: |
Brian Welsch | (716) 857-7389 | ||
Media Contact: |
Karen L. Merkel | (716) 857-7654 |
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