This combined Current Report on Form
8-K
is provided by the following registrants: Evergy, Inc. (“Evergy”), Evergy Kansas Central, Inc. (“Evergy Kansas Central”) and Evergy Metro, Inc. (“Evergy Metro,” and collectively with Evergy and Evergy Kansas Central, the “Evergy Companies”). Information relating to any individual registrant is filed by such registrant solely on its own behalf. Each registrant makes no representation as to information relating exclusively to the other registrants.
| Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
On June 4, 2024, Kirkland B. Andrews resigned as Executive Vice President and Chief Financial
Officer
of
the
Evergy
Companies
effective on June 21, 2024 (the “Effective Date”). Mr. Andrews advised the Evergy Companies that his decision to resign was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices.
On June 7, 2024, the Evergy Companies’ Boards of Directors (the “Board”) appointed Geoffrey T. Ley as Vice President, Acting
Chief
Financial Officer and Treasurer and designated him as the Evergy Companies’ principal financial officer effective on the Effective Date. Mr. Ley, age 50, served as Vice President, Financial Planning & Analysis from June 2021 through December 2022 when he became Vice President, Corporate Planning and Treasurer. Mr. Ley previously served as vice president and chief financial officer at Hunt Refining Company from 2019-2021 where he had primary oversight of the accounting, information technology, supply chain, and treasury functions. Prior to joining Hunt Refining, Mr. Ley was vice president and treasurer for Hunt Utility Services (2014-2019), the management company for InfraREIT, Inc. where he led the treasury, corporate planning and performance management functions. Before joining Hunt Utility Services, Mr. Ley served as the director of corporate finance at Energy Future Holdings Corporation, where he managed rating agency relationships and debt capital market activities. Mr. Ley held various corporate planning and treasury-related roles at TXU Corporation and Energy Future Holdings Corporation (2007-2014). Mr. Ley also worked for 10 years at
Frito-Lay
in various roles within research & development focused on developing and commercializing new products.
Mr. Ley holds a bachelor’s degree from Purdue University in chemical engineering and a master of business administration from Southern Methodist University.
In connection with his appointment as Acting Chief Financial Officer and Treasurer, Mr. Ley will continue to receive his current annual base salary of $344,000 and will continue to participate in the Evergy Companies’ annual incentive plan, with an initial target award equal to 50% of his base salary, and in the Evergy, Inc. Long Term Incentive Plan, with an initial target grant date award equal to 72.5% of his base salary. Mr. Ley will also receive additional compensation as follows for 2024: (i) two cash retention payments of $50,000 (payable June 21, 2024) and $175,000 (payable March 15, 2025) and (ii) an award of restricted stock units under the Evergy, Inc. Long Term Incentive Plan with annual tranche vesting over three years, 1/3 per year with an aggregate value of $250,000.
As a current officer of the Evergy Companies, Mr. Ley is already party to standard forms of the amended and restated
severance agreement, executive severance plan, and indemnification agreement. The forms of these agreements were previously filed as Exhibit 10.20 to the Evergy Companies’ combined Form
10-K
for the year ended December 31, 2023, Exhibit 10.1 to Evergy’s
Form 10-Q
for the quarter ended September 30, 2019, and Exhibit 10.2 to the Evergy Companies’ combined
Form 10-Q
for the quarter ended September 30, 2018, respectively.
There are no arrangements or understandings between Mr. Ley and any other person pursuant to which he was selected as an officer or director. In addition, there are no family relationships between Mr. Ley and any director or executive officer of the Evergy Companies, and Mr. Ley has not been party to any related person transactions with the Evergy Companies.
| Regulation FD Disclosure. |
On June 10, 2024, Evergy issued a press release announcing Mr. Andrews’ resignation and the appointment of Mr. Ley, as described above. The press release is attached as Exhibit 99.1 and is incorporated herein by reference.
The information under this Item 7.01 and in Exhibit 99.1 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information under this Item 7.01 and in Exhibit 99.1 shall not be deemed incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, unless otherwise expressly indicated in such registration statement or other document.
