UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K/A

 

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 18, 2023 (July 5, 2023)

 

Avangrid, Inc.

(Exact name of registrant as specified in its charter)

 

 

New York		001-37660		14-1798693
(State or other jurisdiction of incorporation)		(Commission File No.)		(IRS Employer Identification No.)

 

180 Marsh Hill Road Orange, Connecticut				06477
(Address of principal executive offices)				(Zip Code)

(207) 629-1190

(Registrant’s telephone number, including area code)

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))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		AGR		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

Explanatory Note

This Amendment No. 1 to Current Report on Form 8-K (this “Form 8-K/A”) amends the Current Report on Form 8-K of Avangrid, Inc. (the “Corporation”) filed with the U.S. Securities and Exchange Commission on July 10, 2022 (the “Original Form 8-K”), which, among other things, reported the appointment of Justin Lagasse to serve as Interim Chief Financial Officer of the Corporation. Pursuant to Instruction 2 to Item 5.02 of Form 8-K, this Form 8-K/A is being filed solely to provide the information called for by Item 5.02(c)(3) of Form 8-K that had not been determined at the time of filing of the Original Form 8-K.

 

Item 5.02

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

On July 5, 2023, Scott Tremble notified the Corporation of his intention to step down as Senior Vice President – Controller of Avangrid, Inc. (the “Corporation) effective September 8, 2023. Justin Lagasse was named Interim Controller (the Corporation’s principal accounting officer) commencing effective July 7, 2023. On July 18, 2023, the Board, upon the recommendation of its Compensation and Nominating Committee, approved the appointment of Justin Lagasse as Senior Vice President – Controller.

Mr. Lagasse, 35, currently serves as Vice President – Chief Accounting Officer of Avangrid Management Company, LLC, a wholly-owned subsidiary of the Corporation, since September 2021 and previously served as Director of Technical Accounting of Avangrid Management Company, LLC from September 2017 until 2021. Prior to joining the Corporation, Mr. Lagasse served as Assurance Director of BDO USA, LLP from August 2012 until September 2017 and as Assurance Senior at Berry Dunn from January 2008 until July 2012. Mr. Lagasse received a Bachelor in Science degree in accounting and Masters of Business Administration of from Thomas College and is a Certified Public Accountant. Mr. Lagasse does not have any family relationships with any director or executive officer of the Corporation and there are no transactions between Mr. Lagasse, on the one hand, and the Corporation, on the other hand, that would be reportable under Item 404(a) of Regulation S-K under the Securities Act of 1933, as amended.

In connection with his service as Senior Vice President – Controller of the Corporation, Mr. Lagasse will receive an annual base salary of $355,000.00, subject to annual review. Mr. Lagasse will be eligible to participate in the Corporation’s Executive Variable Pay (“EVP”) Plan with an annual incentive target equal to 40% of his annual base salary and a maximum incentive opportunity of 80% of his annual base salary. Mr. Lagasse will continue to be eligible to participate in the Corporation’s 2023 – 2025 Long-Term Incentive Plan and will receive a grant of 20,000 performance share units with respect to the 2023 – 2025 performance period. He will also be eligible to participate in the Corporation’s other employee benefit and welfare plans and arrangements on the same terms as the Corporation’s other executive officers.

 

Item 9.01.

Financial Statements and Exhibits.

 

(d)

Exhibits.

 

Exhibit Number		Description
10.1		Offer Letter, dated July 18, 2023, between Justin Lagasse and Avangrid Management Company, LLC.
104		Cover page in Inline XBRL format

 

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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.

 

Dated: July 21, 2023

 

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