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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): January 20, 2026
Public Service Enterprise Group Incorporated
(Exact name of registrant as specified in its charter)
| New Jersey | 001-09120 | 22-2625848 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification Number) |
| 80 Park Plaza |
| Newark, New Jersey 07102 |
| (Address of principal executive offices) (Zip Code) |
973 430-7000
(Registrant’s telephone number, including area code)
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 |
Name of Each Exchange On Which Registered |
||
| Common Stock without par value | PEG | 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 (§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 January 20, 2026, upon the recommendation of the Governance, Nominating and Sustainability Committee, the Board of Directors (the “Board”) of Public Service Enterprise Group Incorporated (the “Company”) elected Geisha J. Williams to serve as a new director effective March 1, 2026. The Board has determined that Ms. Williams is an independent director within the meaning of the listing standards of the New York Stock Exchange and the Securities Exchange Act of 1934, as amended. As of the time of the filing of this Current Report on Form 8-K, the Board has not determined the committees to which Ms. Williams will be appointed.
As of the date of election to the Board, Ms. Williams will participate in the Company’s compensation plans for non-management directors, as described under “Proposal 1: Election of Directors—Director Compensation” in the Company’s proxy statement filed with the Securities and Exchange Commission on March 13, 2025 and incorporated by reference herein.
No arrangement or understanding exists between Ms. Williams and any other person pursuant to which Ms. Williams was selected as a director of the Company. There are no transactions between the Company and Ms. Williams that would require disclosure under Item 404(a) of Regulation S-K.
The Company issued a press release dated January 21, 2026 announcing the election of Ms. Williams. A copy of the press release is attached hereto as Exhibit 99 and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits |
| Exhibit 99 | Press Release of Public Service Enterprise Group Incorporated, dated January 21, 2026. | |
| Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
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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 thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
| PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED | ||
| (Registrant) | ||
| By: | /s/ Rose M. Chernick |
|
| ROSE M. CHERNICK | ||
| Vice President and Controller | ||
| (Principal Accounting Officer) | ||
Date: January 21, 2026
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Exhibit 99
|
|
Public Service Enterprise Group 80 Park Plaza Newark, NJ 07102 |
|
| Media Relations: | Investor Relations: | |
| (973) 430-7734 DL-ENT-pseg.communications@pseg.com |
(973) 430-6565 PSEG-IR-GeneralInquiry@pseg.com |
|
PSEG Elects Geisha J. Williams to Board of Directors
(NEWARK, N.J. – Jan. 21, 2026) Public Service Enterprise Group Incorporated (PSEG) today announced that Geisha J. Williams has been elected to its Board of Directors, effective March 1, 2026.
Williams has over 35 years of energy industry experience. She served as chief executive officer and president of PG&E Corporation from March 2017 to January 2019, overseeing one of the largest dual electric and gas utilities in the United States. In that role, she drove the company’s overall strategy and operations. Prior to joining PG&E, Williams worked for over two decades at Florida Power and Light where she held a wide variety of positions culminating in her role as vice president, Power Systems—Distribution.
“Geisha’s record of strategic leadership and operational expertise will be a tremendous asset to our board,” said PSEG Chair, President and CEO Ralph LaRossa. “Her deep knowledge of the industry will be invaluable as we continue working to keep energy safe, efficient and affordable for our customers. Geisha also has roots in Union City, New Jersey, so she understands the communities we serve and the people who call them home.”
Demonstrating the Board’s and its Governance, Nominating and Sustainability Committee’s continued belief in having a balanced mix of Director tenure and experience, Williams is the fifth new independent director elected to the PSEG Board of Directors since April 2022.
Williams serves as a member of the Supervisory Board for Siemens Energy, an independent director for the Artera Services Board of Directors, chair of the Board of Directors of Osmose Utilities Services, and as an independent director of the Meritage Homes Board of Directors. She holds a Bachelor of Science in industrial engineering from the University of Miami and a Master of Business Administration from Nova Southeastern University.
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About PSEG
Public Service Enterprise Group (PSEG) (NYSE: PEG) is a predominantly regulated infrastructure company operating New Jersey’s largest transmission and distribution utility, serving approximately 2.4 million electric and 1.9 million natural gas customers. PSEG also owns an independent fleet of 3,758 MW of carbon-free, baseload nuclear power generating units in NJ and PA. Guided by its Powering Progress vision, PSEG aims to power a future where people use less energy, and it’s cleaner, safer and delivered more reliably than ever. PSEG is a member of the S&P 500 Index and has been named to the Dow Jones Sustainability North America Index for 17 consecutive years. PSEG’s businesses include Public Service Electric and Gas Co. (PSE&G), PSEG Power and PSEG Long Island (https://corporate.pseg.com).
Forward-Looking Statements
The statements contained in this press release that are not purely historical are “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ materially from those anticipated. Such statements are based on management’s beliefs as well as assumptions made by and information currently available to management. Factors that may cause actual results to differ materially from those contemplated in any forward-looking statements made by us herein are discussed in our Annual Report on Form 10-K and subsequent reports on Form 10-Q and Form 8-K filed with the Securities and Exchange Commission (SEC), and available on our website: https://investor.pseg.com. All of the forward-looking statements made in this press release are qualified by these cautionary statements and we cannot assure you that the results or developments anticipated by management will be realized or even if realized, will have the expected consequences to, or effects on, us or our business, prospects, financial condition, results of operations or cash flows. Readers are cautioned not to place undue reliance on these forward-looking statements in making any investment decision. Forward-looking statements made in this press release apply only as of the date hereof. While we may elect to update forward-looking statements from time to time, we specifically disclaim any obligation to do so, even in light of new information or future events, unless otherwise required by applicable securities laws.
From time to time, PSEG and PSE&G release important information via postings on their corporate Investor Relations website at https://investor.pseg.com. Investors and other interested parties are encouraged to visit the Investor Relations website to review new postings. You can sign up for automatic email alerts regarding new postings at the bottom of the webpage at https://investor.pseg.com or by navigating to the Email Alerts webpage here. The information on https://investor.pseg.com and https://investor.pseg.com/resources/email-alerts/default.aspx is not incorporated herein and is not part of this press release or the Form 8-K to which it is an exhibit.
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