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NYSE: PNW PINNACLE WEST CAPITAL CORP 8-K

Pinnacle West grants $1.5M retention award to Chief Nuclear Officer, vesting 2030

Filed June 29, 2026 · Period ending June 23, 2026 · ~1 min read

3 key changes 1 section

Key Changes

  • medium

    Board approved $1.5M deferred compensation award for Chief Nuclear Officer Adam Heflin, crediting in annual increments through July 2029 with full vesting contingent on employment through May 2030.

    Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation verify on EDGAR →
  • medium

    Award structure provides increasing annual credits ($300K in 2026-2027, $400K in 2028, $500K in 2029), designed to retain executive overseeing nuclear operations through nearly four-year period.

    Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation verify on EDGAR →
  • low

    Standard forfeiture provisions apply if Heflin leaves before May 2030 vesting date, with exceptions for death, disability, or termination without cause.

    Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation verify on EDGAR →

Summary

Pinnacle West disclosed a retention-focused compensation arrangement for its Chief Nuclear Officer. The board's compensation committee approved a $1.5 million deferred award for Adam Heflin, who oversees nuclear operations at subsidiary Arizona Public Service Company.

The award credits to his account in escalating annual installments through July 2029, with full vesting contingent on his continued employment through May 2030. This is a routine retention tool for a key operational executive. The structure—increasing credits over time with cliff vesting nearly four years out—is designed to lock in leadership continuity at the company's nuclear facilities.

The award amount represents standard executive compensation practice for a C-suite officer at a utility of Pinnacle West's scale. No immediate investor concerns arise from this disclosure.

Section-by-Section Diff

Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation

~300 words

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation filed; see Key Changes for terms.

3 Added
Added Deferred compensation award for Chief Nuclear Officer medium

Added in current filing · verify on EDGAR →

On June 23, 2026, the Human Resources Committee of the Board of Directors of Pinnacle West Capital Corporation (“Pinnacle West”) approved a Discretionary Credit Award Agreement (the “Agreement”) for Adam Heflin, Executive Vice President and Chief Nuclear Officer of Arizona Public Service Company (“APS”) and a named executive officer of Pinnacle West.

The board's compensation committee approved a new deferred compensation award for Adam Heflin, who serves as Chief Nuclear Officer at the company's utility subsidiary APS. This is a retention-focused award structured under the company's existing deferred compensation plan.

Added Award structure and vesting schedule medium

Added in current filing · verify on EDGAR →

Under the terms of the Agreement, discretionary credits in the aggregate amount of $1.5 million will be credited to a Discretionary Credit Account (the “Account”) established for the benefit of Mr. Heflin according to the following schedule, provided Mr. Heflin remains employed with APS on each such crediting date: $300,000 on each of July 1, 2026 and 2027; $400,000 on July 1, 2028; and $500,000 on July 1, 2029. The Account vests on May 1, 2030 provided that Mr. Heflin remains employed with APS through such date.

The $1.5 million award credits to Mr. Heflin's account over four years in increasing increments, with full vesting contingent on his continued employment through May 2030. The structure incentivizes retention of a key executive overseeing the company's nuclear operations through a nearly four-year period.

Show 1 minor / wording change
Added Forfeiture provisions low

Added in current filing · verify on EDGAR →

If Mr. Heflin separates from service prior to the vesting date, the amounts previously credited to the Discretionary Credit Account will be forfeited, except in the event of death, disability, or termination without cause.

The award includes standard forfeiture provisions requiring Mr. Heflin to remain employed through the May 2030 vesting date to receive the full benefit. Protections exist for involuntary separations including death, disability, or termination without cause.

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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 30, 2026 · How we verify