Pinnacle West Capital 8-K 2026-06-01

Filed 2026-06-05. 1 sections, 5K characters. Original on sec.gov · Markdown · JSON

Form 8-K

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):	June 1, 2026

Commission File Number	Exact Name of Each Registrant as specified in its charter; State of Incorporation; Address; and Telephone Number		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

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. ¨

	Item 9.01.	Financial Statements and Exhibits.

(d)		Exhibits.

The registrant hereby files the following Exhibits to Registration Statement on Form S-3 (No. 333-277448, which became effective on February 28, 2024).

Exhibit No.		Description		Previously Filed as Exhibit		Date Filed

1.1		Underwriting Agreement dated June 1, 2026, in connection with the offering of $500,000,000 of 4.650% Senior Notes Due 2029

4.1		Seventh Supplemental Indenture relating to the issuance of $500,000,000 of 4.650% Senior Notes Due 2029

4.2		Specimen Note of 4.650% Senior Notes due 2029

5.1		Opinion of Shirley Baum, Senior Vice President, General Counsel and Corporate Secretary

99.1		Information relating to Item 14 of the Registration Statement on Form S-3 (No. 333-277448)

104		104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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: June 5, 2026		By: /s/ Andrew Cooper
		Andrew Cooper
		Senior Vice President and Chief Financial Officer