---
schema_version: "secwatch.filing_event.v1"
accession: "0000950170-23-015305"
form_type: "8-K"
ticker: "BKH"
cik: "0001130464"
company_name: "BLACK HILLS CORP /SD/"
filed_at: "2023-04-27T23:59:59+00:00"
generated_at: "2026-06-16T08:11:53.222742+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.1
calibrated_materiality_score: 0.1
confidence: "high"
source: SEC EDGAR
---

# Black Hills shareholders elect three directors, ratify Deloitte, approve say-on-pay

## Summary
- Scott Prochazka elected with 55.9M for, 364K withheld.
- Rebecca Roberts elected with 54.3M for, 2.0M withheld.
- Teresa Taylor elected with 55.3M for, 960K withheld.
- Ratification of Deloitte approved with 59.6M for, 891K against.
- Advisory say-on-pay approved with 54.9M for; frequency set at 1 year with 54.8M.

## SEC filing metadata
- accession: 0000950170-23-015305
- form_type: 8-K
- ticker: BKH
- cik: 0001130464
- company_name: BLACK HILLS CORP /SD/
- filed_at: 2023-04-27T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.1
- calibrated_materiality_score: 0.1
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1130464/000095017023015305/0000950170-23-015305-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1130464/000095017023015305/bkh-20230425.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000950170-23-015305
- JSON: https://secwatch.observer/filing/0000950170-23-015305.json
- Plain text: https://secwatch.observer/filing/0000950170-23-015305.txt

## Key facts
- Shareholder Votes
  BLACK HILLS CORP /SD/ shareholders approved Advisory vote on executive compensation (Say-on-Pay) at the 2023-04-25 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-04-25
  source text: 3. Shareholders approved, on an advisory and non-binding basis, the compensation of the Company’s named executive officers, as disclosed in the proxy statement. The votes regarding Proposal 3 were as follows: For Against Abstain Broker Non-Votes 54,851,457 1,155,134 262,173 4,347,222
  evidence_url: https://www.sec.gov/Archives/edgar/data/1130464/000095017023015305/0000950170-23-015305-index.htm
- Shareholder Votes
  BLACK HILLS CORP /SD/ shareholders approved Advisory vote on frequency of future Say-on-Pay votes at the 2023-04-25 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-04-25
  source text: 4. Shareholders recommended, on an advisory and non-binding basis, the future advisory votes on executive compensation be held annually. The votes regarding Proposal 4 were as follows: 1 Year 2 Years 3 Years Abstain Broker Non-Votes 54,811,983 154,945 1,157,744 144,092 4,347,222
  evidence_url: https://www.sec.gov/Archives/edgar/data/1130464/000095017023015305/0000950170-23-015305-index.htm
- Shareholder Votes
  BLACK HILLS CORP /SD/ shareholders approved Ratification of appointment of Deloitte & Touche LLP as independent auditor for 2023 at the 2023-04-25 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-04-25
  source text: 2. Shareholders approved a proposal to ratify the appointment of Deloitte & Touche LLP to serve as our independent registered public accounting firm for the year 2023. The votes regarding Proposal 2 were as follows: For Against Abstain Broker Non-Votes 59,636,311 890,583 89,092 —
  evidence_url: https://www.sec.gov/Archives/edgar/data/1130464/000095017023015305/0000950170-23-015305-index.htm
- Shareholder Votes
  BLACK HILLS CORP /SD/ shareholders approved Election of three directors to serve for three-year terms at the 2023-04-25 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-04-25
  source text: 1. Shareholders elected three directors to serve for a three-year term to expire at the Annual Meeting of Shareholders in 2025, and until their successors shall be duly elected and qualified. The name of each director elected, and the votes cast for each such individual, are set forth below: Nominee For Withheld Broker Non-Votes Scott M. Prochazka 55,904,320 364,445 4,347,222 Rebecca B. Roberts 54,251,820 2,016,945 4,347,222 Teresa A. Taylor 55,308,880 959,884 4,347,222
  evidence_url: https://www.sec.gov/Archives/edgar/data/1130464/000095017023015305/0000950170-23-015305-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.