Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers
On November 25, 2022, each of Cynthia L. Hansen, Executive Vice President and
President, Gas Transmission and Midstream, and Colin K. Gruending, Executive
Vice President and President, Liquids Pipelines, and on November 29, 2022, Vern
D. Yu, Executive Vice President, Corporate Development and Chief Financial
Officer, received a special retention award from Enbridge Inc. in the form of
74,813, 55,597 and 74,129 restricted stock units (RSUs), respectively, under
Enbridge Inc.'s 2019 Long-Term Incentive Plan. The RSUs will vest on the second
anniversary of the grant date and settle in Enbridge shares, in each case,
subject to the award recipient's continued employment with Enbridge or its
subsidiaries. In the event there is a change in any such officer's reporting
relationship to the President and CEO, a termination not for cause, or
constructive dismissal, the grants will be settled in Enbridge shares within 30
days of vesting based on the volume weighted average share price of Enbridge
shares. The foregoing description of RSUs is qualified in all respects by the
full text of the form of Grant Notice and Award Agreement filed as Exhibit 99.1
to this Current Report and incorporated herein by reference.
Item 7.01 Regulation FD Disclosure
On November 30, 2022, Enbridge Inc. issued a news release in connection with its
2023 financial guidance and increase in the common share dividend effective
March 1, 2023. A copy of this news release is furnished as Exhibit 99.2 to this
Current Report on Form 8-K and is incorporated herein by reference.
The information included in Item 7.01 of this Current Report on Form 8-K,
including the attached Exhibit 99.2, shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to
the liabilities of that section and is not deemed incorporated by reference in
any filing under the Securities Act of 1933, as amended, except as shall be
expressly set forth by specific reference in such filing.
Item 8.01 Other Events
Enbridge Inc. issued an additional news release on November 30, 2022 in
connection with the appointment of Pamela L. Carter as the new Chair of the
Board of Directors. A copy of this news release is furnished as Exhibit 99.3 to
this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number Description
99.1 Form of Enbridge Inc. 2019 Long Term Incentive Plan Restricted Stock
Unit Grant Notice and Restricted Stock Unit Award Agreement
(Share-settled) - Retention Award Version
99.2 News Release of Enbridge Inc. dated November 30, 2022
99.3 News Release of Enbridge Inc. dated November 30, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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