[8-K] Pinnacle West Capital Corporation Reports Material Event

Rhea-AI Filing Summary

Transcat, Inc. (Nasdaq: TRNS) filed an 8-K on 16-Jul-2025 reporting a board change under Item 5.02. Director Charles P. Hadeed notified the Company of his intent to retire effective 1-Aug-2025 after 23 years of service, including 18 years as a board member. The filing states the resignation is not related to any disagreement concerning the Company’s operations, policies or practices. No other executive changes, strategic actions or financial data were disclosed.

Positive

• Orderly, voluntary transition with no stated disagreements reduces perceived governance risk

Negative

• Loss of long-tenured director may diminish institutional knowledge until a successor is appointed

Insights

Corporate Governance Specialist

TL;DR: Long-tenured director retires; orderly transition, minimal near-term impact.

Mr. Hadeed’s retirement appears planned and amicable, signalling normal succession rather than controversy. While losing a 23-year veteran removes institutional memory, the absence of conflict limits governance risk. Investors should watch for the board’s succession plan and any shift in committee compositions, but no financial implications are evident. Overall, the event is routine and unlikely to affect valuation or strategy.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549 

FORM 8-K 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): July 22, 2025

Commission File Number						Exact Name of Registrant as Specified in Charter; State or Other Jurisdiction of Incorporation; Address of Principal Executive Officers, and Zip Code; and Telephone Number, Including Area Code)															IRS Employer Identification No.
1-8962						PINNACLE WEST CAPITAL CORPORATION															86-0512431
						(an Arizona corporation)
						400 North Fifth Street, P.O. Box 53999
						Phoenix			Arizona			85072-3999
						(602)			250-1000
1-4473						ARIZONA PUBLIC SERVICE COMPANY															86-0011170
						(an Arizona corporation)
						400 North Fifth Street, P.O. Box 53999
						Phoenix			Arizona			85072-3999
						(602)			250-1000
						Not Applicable
						(Former name or former address, if changed since last report.)

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:

☐			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
Common Stock			PNW			The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ¨

This combined Form 8-K is separately filed or furnished by Pinnacle West Capital Corporation and Arizona Public Service Company. Each registrant is filing or furnishing on its own behalf all of the information contained in this Form 8-K that relates to such registrant and, where required, its subsidiaries. Except as stated in the preceding sentence, neither registrant is filing or furnishing any information that does not relate to such registrant, and therefore makes no representation as to any such information.

Item 7.01    Regulation FD Disclosure.

Pinnacle West Capital Corporation (“Pinnacle West”) will be participating in various meetings with securities analysts and investors in July 2025 and will be utilizing handouts during those meetings. Copies of the handouts are attached hereto as Exhibit 99.1.

Item 9.01    Financial Statements and Exhibits.

    (d)    Exhibits

Exhibit No.			Registrant(s)			Description
99.1			Pinnacle West Arizona Public Service Company			Pinnacle West handouts for use at meetings in July 2025
104			Pinnacle West Arizona Public Service Company			104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

						PINNACLE WEST CAPITAL CORPORATION
						(Registrant)
Dated: July 22, 2025						By: /s/ Andrew Cooper
						Andrew Cooper
						Senior Vice President and
						Chief Financial Officer
						ARIZONA PUBLIC SERVICE COMPANY
						(Registrant)
Dated: July 22, 2025						By: /s/ Andrew Cooper
						Andrew Cooper
						Senior Vice President and
						Chief Financial Officer

FAQ

Who is resigning from Transcat's (TRNS) board?

Charles P. Hadeed, a director with 23 years of service.

When will Charles Hadeed's resignation become effective?

The retirement is effective August 1, 2025.

Did Hadeed resign due to a disagreement with Transcat?

No. The 8-K states the resignation is not related to any disagreement over operations or policies.

Are there other leadership or financial changes disclosed in this 8-K?

No additional executive changes, transactions, or financial data were provided.