UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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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): October 6, 2020
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(Exact name of registrant as specified in its charter)
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| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | |||||||||||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||||||||
| Registrant’s telephone number, including area code: | |||||||||||||||||
(405 ) 525-7778
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||||||||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On October 6, 2020, Enable GP, LLC (“Enable GP”), the general partner of Enable Midstream Partners, LP (the “Partnership”), was notified by OGE Enogex Holdings LLC (“OGEH”) that Luke R. Corbett was appointed as a director of the board of directors of Enable GP (the “Board”) effective October 1, 2020 to replace Stephen E. Merrill who resigned as a director of the Board effective September 30, 2020. OGEH owns a 50% governance interest and a 60% economic interest in Enable GP and is a wholly owned subsidiary of OGE Energy Corp. (“OGE”).
Mr. Corbett is a director of OGE and OGE’s wholly owned subsidiary Oklahoma Gas and Electric Company (“OG&E”), and Mr. Corbett was appointed to serve as one of OGEH’s representatives on the Board. Neither Enable GP nor the Partnership has entered into any material contract, plan or arrangement with, or will provide any compensation to, Mr. Corbett. There are no material arrangements or understandings between Mr. Corbett and any other person pursuant to which Mr. Corbett was appointed to serve as a director that are not described above. Mr. Corbett is not expected to be named to any committees of the Board. Mr. Merrill’s resignation from the Board is not due to any disagreement with Enable GP or the Partnership.
Pursuant to the same notice dated October 6, 2020, OGEH notified Enable GP that Sarah Stafford and Charles B. Walworth were appointed as alternate directors of the Board. Ms. Stafford serves as Controller and Chief Accounting Officer of OGE and OG&E, and Mr. Walworth serves as Treasurer of OGE and OG&E. Neither Enable GP nor the Partnership has entered into any material contract, plan or arrangement with, or will provide any compensation to, Ms. Stafford or Mr. Walworth. There are no material arrangements or understandings between Ms. Stafford or Mr. Walworth and any other person pursuant to which Ms. Stafford or Mr. Walworth was appointed to serve as an alternate director that are not described above. Neither Ms. Stafford nor Mr. Walworth is currently expected to be named to any committees of the Board.
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 hereunto duly authorized.
| Enable Midstream Partners, LP | |||||
| By: | Enable GP, LLC, | ||||
| its general partner | |||||
| By: | /s/ J. Brent Hagy | ||||
| J. Brent Hagy | |||||
| Vice President, Deputy General Counsel and Secretary | |||||
Date: October 9, 2020