Pinnacle West Capital Corp. Files Definitive Proxy Statement

TL;DR

Pinnacle West Capital Corp. filed its proxy statement - shareholders vote soon on directors & pay.

AI Summary

Pinnacle West Capital Corp. is filing a definitive proxy statement (DEFA14A) on May 6, 2024. This filing is related to the company's annual meeting and likely includes information about director nominations, executive compensation, and other shareholder matters. The filing also mentions a report feedback statement regarding Glass, Lewis & Co., a proxy advisory firm.

Why It Matters

This filing provides shareholders with crucial information needed to vote on company matters, including the election of directors and executive compensation, impacting corporate governance and shareholder rights.

Risk Assessment

Risk Level: low — This is a routine regulatory filing (DEFA14A) that provides information to shareholders and does not inherently indicate new risks for the company.

Key Players & Entities

• PINNACLE WEST CAPITAL CORP (company) — Registrant
• Glass, Lewis & Co. (company) — Proxy advisory firm mentioned in feedback statement
• AZP GROUP INC (company) — Former company name

FAQ

Filing Documents

• a2024defa14abryanretirement.htm (DEFA14A) — 16KB
• a05426752-3_sigxsimsxpa.jpg (GRAPHIC) — 22KB
• a1.jpg (GRAPHIC) — 1KB
• a2.jpg (GRAPHIC) — 1KB
• a3.jpg (GRAPHIC) — 14KB
• letter_1.jpg (GRAPHIC) — 1301KB
• letter_2.jpg (GRAPHIC) — 423KB
• logo_pinnaclewesta.jpg (GRAPHIC) — 94KB
• 0000764622-24-000046.txt ( ) — 2311KB

From the Filing

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(E)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under 240.14a-12 PINNACLE WEST CAPITAL CORPORATION (Name of Registrant as Specified in Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply) No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. This letter is intended to serve as a Report Feedback Statement regarding Glass, Lewis Co.'s Proxy Paper regarding the 2024 Annual Meeting of Shareholders of Pinnacle West Capital Corporation ("Pinnacle West" or the "Company") published on April 29, 2024. In its analysis, Glass Lewis Co. ("Glass Lewis") recommended shareholders withhold votes for the election of Glynis A. Bryan to the Pinnacle West Board of Directors (the "Board") due to a concern that Ms. Bryan was "overboarded". We appreciate the opportunity to provide a response to the Proxy Paper on Pinnacle West. May 3, 2024 To Our Shareholders Glynis A. Bryan has been a member of the Pinnacle West Board since 2020. She is an active and engaged director and is a valued contributor to the Company and the Board. She brings a skill set that includes audit expertise, capital allocation expertise, business strategy, and public board service, all attributes critical to the future of the Company. She is also one of the Company's Audit Committee's financial experts. We encourage our shareholders to review Ms. Bryan's qualities and skills that are noted in our 2024 Proxy Statement. On May 2, 2024, Ms. Bryan announced her retirement from Insight Enterprises, Inc., where she currently serves as their Chief Financial Officer. Ms. Bryan's retirement will be effective at the end of the year. A copy of the press release announcing Ms. Bryan's retirement is attached. As such, this will free a significant amount of her time to devote to her board service. We believe Ms. Bryan is able to be an active and contributing member of the Board while also serving as CFO of Insight and serving as a Board member of Wesco International, Inc. However, any concerns about her being "overboarded" should be alleviated by her announced retirement. Accordingly, we strongly urge shareholders to re-elect Ms. Bryan to the Board. Sincerely, Paula J. Sims Lead Director Pinnacle West Capital Corporation, 400 North Fifth Street, Mail Station 8602, Phoenix, AZ 85004 Post Office Box 53999, Phoenix, AZ 85072-3999