Portland General Electric Co filed SEC Form 8-K: Other Events
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Electric Utilities: Central
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 23, 2025
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Item 8.01 Other Events.
On May 23, 2025, Portland General Electric Company (PGE) filed a notice under Oregon law with the Oregon Public Utilities Commission (OPUC) of its intent to submit a regulatory application for approval of a holding company reorganization (the Notice). PGE believes that it is in the best interests of its customers and shareholders to update its corporate structure into a holding company structure. The structure currently contemplated involves placing a non-operating corporate entity over its existing structure. Additionally, this structure would allow for the formation of a subsidiary of the holding company that could hold existing and future transmission assets. The intent of the reorganization is to take advantage of the potential strategic and financial flexibility provided by a holding company structure, and to support construction of new transmission assets, reliability planning, and economic development.
The Notice is the first of many steps required to complete the reorganization, which include a formal application filing for OPUC approval under Oregon law as well as any necessary Federal Energy Regulatory Commission approvals. Later in the process, PGE's Board of Directors will decide whether to submit the proposed reorganization to PGE shareholders for approval. Following completion of these steps and the receipt of all required approvals, each outstanding share of PGE common stock would automatically convert into a share of the new holding company (HoldCo) common stock on a one-for-one basis. PGE shareholders, immediately prior to consummation of the reorganization would own the same relative percentages of HoldCo following consummation of the reorganization. After the reorganization, PGE would be a wholly owned subsidiary of HoldCo, which would be an Oregon corporation.
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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.
| PORTLAND GENERAL ELECTRIC COMPANY | ||||||||||||||
| (Registrant) | ||||||||||||||
| Date: | May 23, 2025 | By: | /s/ Joseph R. Trpik | |||||||||||
Joseph R. Trpik | ||||||||||||||
Senior Vice President, Finance and Chief Financial Officer | ||||||||||||||
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