Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
OnOctober 5, 2021 ,Hawaiian Electric Industries, Inc. (HEI or the Company) announced thatScott W. H. Seu , 55, will succeedConstance H. Lau as President and Chief Executive Officer (CEO) of HEI effectiveJanuary 1, 2022 .Mr. Seu is currently President and CEO of the Company's wholly owned subsidiary,Hawaiian Electric Company, Inc. (Hawaiian Electric ).Mr. Seu has held a variety of leadership roles withHawaiian Electric since he first joined the company inAugust 1993 . Prior to becoming President and CEO ofHawaiian Electric inFebruary 2020 ,Mr. Seu served as Senior Vice President, Public Affairs fromJanuary 2017 toFebruary 2020 , Vice President, System Operation fromMay 2014 toJanuary 2017 , Vice President, Energy Resources and Operations, fromJanuary 2013 toMay 2014 , and Vice President, Energy Resources, fromAugust 2010 toDecember 2012 . In addition, effectiveJanuary 1, 2022 , the HEI board of directors appointedMr. Seu to serve as a director of HEI, and the board of directors of HEI's wholly owned indirect subsidiary,American Savings Bank, F.S.B . (ASB), appointedMr. Seu to serve as a director and chairperson of ASB's board of directors. Also effectiveJanuary 1, 2022 ,Ms. Lau will resign from the HEI and ASB boards of directors andMr. Seu will resign from theHawaiian Electric board of directors. As part of his compensation package for his new role as HEI President and CEO,Mr. Seu will receive an initial annual base salary of$875,000 and will be eligible for merit increases in future years. As a current executive officer of the Company,Mr. Seu participates in HEI's annual Executive Incentive Compensation Plan, Long-Term Incentive Plan and annual equity compensation program through the Company's 2010 Equity and Incentive Plan.Mr. Seu will continue to participate in these plans in his new role, with future awards to be determined by the Compensation Committee in the normal course. In addition, upon his becoming President and CEO of HEI, HEI will enter into a new change-in-control agreement withMr. Seu that is substantially similar to the change-in-control agreements HEI has entered into with certain of its executive officers, including the agreement entered into withMr. Seu in his capacity as President and CEO ofHawaiian Electric , except that the new change-in-control agreement will provide that a three-times multiple will be used in determining his benefits thereunder.Mr. Seu also will be eligible to receive other benefits generally provided to HEI executive officers. There are no arrangements or understandings betweenMr. Seu and any other person pursuant to which he was selected as an officer, no family relationships betweenMr. Seu and any other executive officer or director, and no related person transactions within the meaning of Item 404(a) of Regulation S-K betweenMr. Seu and HEI. Also, in connection withMr. Seu's appointment as President and CEO of HEI, onOctober 5, 2021 , the Company andHawaiian Electric announced thatShelee M. T. Kimura will become President and CEO ofHawaiian Electric effective as ofJanuary 1, 2022 . In addition, effectiveJanuary 1, 2022 , theHawaiian Electric board of directors appointedMs. Kimura to serve as a director ofHawaiian Electric .Ms. Kimura has served as Senior Vice President, Customer Service and Public Affairs ofHawaiian Electric sinceOctober 2020 . Prior to this,Ms. Kimura served as Senior Vice President, Customer Service fromFebruary 2019 toOctober 2020 , Senior Vice President, Business Development and Strategy fromJanuary 2017 toFebruary 2019 , and Vice President, Corporate Planning & Business Development fromMay 2014 toJanuary 2017 . Before joiningHawaiian Electric ,Ms. Kimura worked with HEI's Investor Relations and Corporate Finance groups fromAugust 2004 toMay 2014 . A copy of the press release announcing the HEI management change is attached hereto as Exhibit 99. 1
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Item 9.01 Financial Statements and Exhibits. (d) Exhibits HEI Exhibit 99Connie Lau to Retire as President and CEO ofHawaiian Electric Industries 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2
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