0001193125-14-062331.txt : 20140221 0001193125-14-062331.hdr.sgml : 20140221 20140221125333 ACCESSION NUMBER: 0001193125-14-062331 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140218 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140221 DATE AS OF CHANGE: 20140221 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUBLIC SERVICE ENTERPRISE GROUP INC CENTRAL INDEX KEY: 0000788784 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 222625848 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09120 FILM NUMBER: 14632619 BUSINESS ADDRESS: STREET 1: CORPORATE ACCOUNTING SERVICES STREET 2: 80 PARK PLAZA, 9TH FLOOR CITY: NEWARK STATE: NJ ZIP: 07102-4194 BUSINESS PHONE: 973-430-7000 MAIL ADDRESS: STREET 1: CORPORATE ACCOUNTING SERVICES STREET 2: 80 PARK PLAZA, 9TH FLOOR CITY: NEWARK STATE: NJ ZIP: 07102-4194 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUBLIC SERVICE ELECTRIC & GAS CO CENTRAL INDEX KEY: 0000081033 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 221212800 STATE OF INCORPORATION: NJ FISCAL YEAR END: 0717 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00973 FILM NUMBER: 14632620 BUSINESS ADDRESS: STREET 1: CORPORATE ACCOUNTING SERVICES STREET 2: 80 PARK PLAZA, 9TH FLOOR CITY: NEWARK STATE: NJ ZIP: 07102-4194 BUSINESS PHONE: 973-430-7000 MAIL ADDRESS: STREET 1: CORPORATE ACCOUTNING SERVICES STREET 2: 80 PARK PLAZA, 9TH FLOOR CITY: NEWARK STATE: NJ ZIP: 07102-4194 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PSEG POWER LLC CENTRAL INDEX KEY: 0001158659 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 223663480 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34232 FILM NUMBER: 14632621 BUSINESS ADDRESS: STREET 1: 80 PARK PLAZA T-9 CITY: NEWARK STATE: NJ ZIP: 07102 BUSINESS PHONE: 9734307000 MAIL ADDRESS: STREET 1: 80 PARK PLAZA T-9 CITY: NEWARK STATE: NJ ZIP: 07102 8-K 1 d680299d8k.htm FORM 8-K Form 8-K

 

 

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) February 18, 2014

 

 

PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

(Exact name of registrant as specified in its charter)

 

 

 

New Jersey   001-09120   22-2625848

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

80 Park Plaza, P.O. Box 1171

Newark, New Jersey 07101-1171

(Address of principal executive offices) (Zip Code)

973-430-7000

(Registrant’s telephone number, including area code)

http://www.pseg.com

 

 

PSEG POWER LLC

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-34232   22-3663480

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

80 Park Plaza, T-25

Newark, New Jersey 07102-4194

(Address of principal executive offices) (Zip Code)

973-430-7000

(Registrant’s telephone number, including area code)

http://www.pseg.com

 

 

PUBLIC SERVICE ELECTRIC AND GAS COMPANY

(Exact name of registrant as specified in its charter)

 

 

 

New Jersey   001-00973   22-1212800

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

80 Park Plaza, P.O. Box 570

Newark, New Jersey 07101-0570

(Address of principal executive offices) (Zip Code)

973-430-7000

(Registrant’s telephone number, including area code)

http://www.pseg.com

 

 

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))

 

 

 

The information contained in Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers in this combined Form 8-K is filed solely for Public Service Enterprise Group Incorporated (PSEG). The information contained in Item 9.01. Financial Statements and Exhibits in this combined Form 8-K is separately filed, as noted, by PSEG, PSEG Power LLC (Power) and Public Service Electric and Gas Company (PSE&G). Information contained herein relating to any individual company is provided by such company on its own behalf and in connection with its respective Form 8-K. Power and PSE&G each makes representations only as to itself and makes no other representations whatsoever as to any other company.

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers

PSEG

On February 18, 2014, we entered into a second amendment to the employment agreement dated August 26, 2009, with J.A. Bouknight, Jr., Executive Vice President and General Counsel. The second amendment provides that any award of Performance Share Units granted to Mr. Bouknight in 2014 or thereafter under our Amended and Restated 2004 Long-Term Incentive Compensation Plan will vest one-twelfth per month during the year in which the award of Performance Share Units is granted. Mr. Bouknight will become fully vested on December 31 of the year in which the award is granted, or earlier, if his employment is terminated by reason of disability or death, and any payment of such award due will be made after the completion of the three-year performance cycle applicable to each award as set forth in the applicable grant agreements. No other provisions of the employment agreement were changed.

Item 9.01. Financial Statements and Exhibits

PSEG, Power and PSE&G

 

Exhibit 10    Second Amendment to Employment Agreement with J.A. Bouknight, dated February 18, 2014

 

2

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. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.

 

    PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
    (Registrant)
    By:  

/s/    Derek M. DiRisio        

      Derek M. DiRisio
      Vice President and Controller
      (Principal Accounting Officer)
Date: February 21, 2014      

 

3

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. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.

 

PSEG POWER LLC
(Registrant)
By:  

/s/    Derek M. DiRisio        

  Derek M. DiRisio
  Vice President and Controller
  (Principal Accounting Officer)

Date: February 21, 2014

 

4

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. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.

 

PUBLIC SERVICE ELECTRIC AND GAS COMPANY
(Registrant)
By:  

/s/    Derek M. DiRisio        

  Derek M. DiRisio
  Vice President and Controller
  (Principal Accounting Officer)

Date: February 21, 2014

 

5

EX-10 2 d680299dex10.htm EX-10 EX-10

Exhibit 10

Second Addendum to J.A. Bouknight Agreement

February 18, 2014

This is the second addendum to the agreement between J.A. Bouknight and the Company dated August 26, 2009 (the “Agreement”).

Page 2 of the Agreement shall be amended by adding the following immediately after the Addendum to the Agreement dated November 19, 2012:

Any award of Performance Shares granted to you in 2014 or thereafter will vest one-twelfth per month during the year in which the award of Performance Shares is granted. You will become fully vested on December 31 of the year in which the award of Performance Shares is granted, or earlier, if your employment is terminated by reason of disability or death. The payment of any such awards will be made after the completion of the three year performance cycle applicable to each grant as set forth in the respective grant agreements.

If the foregoing is in accordance with your understanding, please sign this Addendum to the Agreement and return it to Margaret M. Pego, Senior Vice President Human Resources and Chief Human Resources Officer.

 

/s/ J. A. Bouknight

    

February 18, 2014

J.A. Bouknight     Date
Executive Vice President & General Counsel    

/s/ Margaret M Pego

    

February 18, 2014

Margaret M. Pego     Date

Senior Vice President – Human Resources

and Chief Human Resources Officer