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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/28/24 Pinnacle West Capital Corp. S-3ASR 2/28/24 13:749K Toppan Merrill/FA Arizona Public Service Co. |
Document/Exhibit Description Pages Size 1: S-3ASR Automatic Shelf Registration Statement by a HTML 482K Well-Known Issuer 2: EX-5.1 Opinion of Counsel re: Legality HTML 22K 3: EX-5.2 Opinion of Counsel re: Legality HTML 13K 4: EX-5.3 Opinion of Counsel re: Legality HTML 13K 5: EX-5.4 Opinion of Counsel re: Legality HTML 12K 6: EX-23.3 Consent of Expert or Counsel HTML 7K 7: EX-23.4 Consent of Expert or Counsel HTML 7K 8: EX-24.2 Power of Attorney HTML 9K 9: EX-24.3 Power of Attorney HTML 8K 10: EX-25.1 Statement of Eligibility to Act as a Trustee HTML 49K 11: EX-25.2 Statement of Eligibility to Act as a Trustee HTML 49K 12: EX-25.3 Statement of Eligibility to Act as a Trustee HTML 50K 13: EX-FILING FEES Filing Fees HTML 38K
tm2330082-1_s3asr - none - 4.5340158s |
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ARIZONA
ARIZONA |
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86-0512431
86-0011170 |
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(State or other jurisdiction of
incorporation or organization) |
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(I.R.S. Employer
Identification Number) |
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| Large accelerated filer ☒ | | | Accelerated filer ☐ | | |
Non-accelerated filer ☐
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Smaller reporting company ☐
Emerging growth company ☐ |
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| Large accelerated filer ☐ | | | Accelerated filer ☐ | | |
Non-accelerated filer ☒
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Smaller reporting company ☐
Emerging growth company ☐ |
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Pinnacle West Capital Corporation
Office of the Corporate Secretary Station 8602 P.O. Box 53999 Phoenix, Arizona 85072-3999 (602) 250-3011 |
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Arizona Public Service Company
Office of the Corporate Secretary Station 8602 P.O. Box 53999 Phoenix, Arizona 85072-3999 (602) 250-3011 |
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| Or online at www.pinnaclewest.com. | | | | |
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Securities and Exchange Commission registration fee
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Printing, engraving, and postage expenses
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Legal fees and expenses
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Accounting fees and expenses
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Rating Agency fees
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Transfer Agent and Registrar, Trustee and Depository fees and expenses
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Blue Sky fees and expenses
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Miscellaneous
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Total
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Exhibit
No. |
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Description
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| *1.1 | | | Form of Pinnacle West Underwriting Agreement with respect to Unsecured Debt Securities | |
| *1.2 | | | Form of Pinnacle West Underwriting Agreement with respect to Preferred Stock | |
| *1.3 | | | Form of Pinnacle West Underwriting Agreement with respect to Common Stock | |
| *1.4 | | | Form of Pinnacle West Underwriting Agreement with respect to Depositary Shares | |
| *1.5 | | | Form of Pinnacle West Underwriting Agreement with respect to Stock Purchase Contracts | |
| *1.6 | | | Form of Pinnacle West Underwriting Agreement with respect to Stock Purchase Units | |
| *1.7 | | | Form of APS Underwriting Agreement with respect to Unsecured Debt Securities | |
| *4.1 | | | Form of Pinnacle West Senior Unsecured Debt Securities | |
| *4.2 | | | Form of Pinnacle West Subordinated Unsecured Debt Securities | |
| *4.3 | | | Form(s) of Pinnacle West Supplemental Indenture relating to Unsecured Debt Securities | |
| *4.4 | | | Statement of Pinnacle West Preferred Stock Designations | |
| *4.5 | | | Form of Pinnacle West Preferred Stock Certificate | |
| *4.6 | | | Form of APS Senior Unsecured Debt Securities | |
| *4.7 | | | Form of Deposit Agreement | |
| *4.8 | | | Form of Purchase Contract Agreement | |
| *4.9 | | | Form of Stock Purchase Unit Agreement | |
| *4.10 | | | Form of APS Supplemental Indenture relating to Unsecured Debt Securities | |
| 5.1 | | | | |
| 5.2 | | | | |
| 5.3 | | | | |
| 5.4 | | | | |
| 23.1 | | | Consent of Robert E. Smith (included in Opinions filed as Exhibits 5.1 and 5.3) | |
| 23.2 | | | Consent of Pillsbury Winthrop Shaw Pittman LLP (included in Opinions filed as Exhibits 5.2 and 5.4) | |
| 23.3 | | | | |
| 23.4 | | | | |
| 24.1 | | | | |
| 24.2 | | | | |
| 24.3 | | | | |
| 25.1 | | | Form T-1 Statement of Eligibility under the Trust Indenture Act of 1939, as amended, for the Indenture dated as of December 1, 2000 relating to the Pinnacle West Senior Unsecured Debt Securities | |
| 25.2 | | | Form T-1 Statement of Eligibility under the Trust Indenture Act of 1939, as amended, for the Indenture dated as of December 1, 2000 relating to the Pinnacle West Subordinated Unsecured Debt Securities | |
| 25.3 | | | | |
| 107 | | | |
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Exhibit
No. |
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Description
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Previously Filed
as Exhibit: |
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File No.a
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Date
Filed |
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| 4.11 | | | | | Exhibit 3.1 to Pinnacle West/APS Quarterly Report on Form 10-Q for the quarter ended June 30, 2008 | | | 1-8962 | | | 8-07-08 | | |
| 4.12 | | | | | Exhibit 3.1 to Pinnacle West /APS Current Report on Form 8-K dated February 25, 2020 | | | 1-8962 | | | 2-25-20 | | |
| 4.13 | | | | | Exhibit 4.1 to Pinnacle West Registration Statement No. 333-52476 | | | 333-52476 | | | 12-21-00 | | |
| 4.14 | | | | | Exhibit 4.1 to Pinnacle West Current Report on Form 8-K dated June 10, 2020 | | | 1-8962 | | | 6-16-20 | | |
| 4.15 | | | | | Exhibit 4.2 to Pinnacle West Registration Statement No. 333-52476 | | | 333-52476 | | | 12-21-00 | | |
| 4.16 | | | Agreement dated March 29, 1988, relating to the filing of instruments defining the rights of holders of long-term debt not in excess of 10% of Pinnacle West’s total assets | | | Exhibit 4.1 to Pinnacle West 1987 Form 10-K Report | | | 1-8962 | | | 3-30-88 | |
| 4.17 | | | | | Exhibit 4.1 to Pinnacle West Current Report on Form 8-K dated June 20, 2017 | | | 1-8962 | | | 6-20-17 | |
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Exhibit
No. |
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Description
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Previously Filed
as Exhibit: |
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File No.a
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Date
Filed |
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| 4.18 | | | | | Exhibit 4.10 to APS Registration Statement Nos. 333-15379 and 333- 27551 by means of Form 8-K Report dated January 15, 1998 | | | 1-4473 | | | 1-16-98 | | |
| 4.19 | | | | | Exhibit 4.1 to APS Registration Statement No. 333-90824 by means of Form 8-K Report dated May 9, 2003 | | | 1-4473 | | | 5-09-03 | | |
| 4.20 | | | | | Exhibit 4.1 to APS Registration Statement Nos. 333-106772 and 333-121512 by means of Form 8-K Report dated August 19, 2005 | | | 1-4473 | | | 8-22-05 | | |
| 4.21 | | | | | Exhibit 4.1 to APS Registration Statement No. 333-134206-01 by means of Form 8-K Report dated August 2, 2006 | | | 1-4473 | | | 8-03-06 | | |
| 4.22 | | | | | Exhibit 4.6f to Pinnacle West/APS 2014 Form 10-K Report | | | 1-4473 | | | 2-20-15 | | |
| 4.23 | | | | | Exhibit 4.6g to Pinnacle West/APS 2014 Form 10-K Report | | | 1-4473 | | | 2-20-15 | | |
| 4.24 | | | | | Exhibit 4.6h to Pinnacle West/APS 2014 Form 10-K Report | | | 1-4473 | | | 2-20-15 | | |
| 4.25 | | | | | Exhibit 4.6i to Pinnacle West/APS 2014 Form 10-K Report | | | 1-4473 | | | 2-20-15 | | |
| 4.26 | | | | | Exhibit 4.1 to Pinnacle West/APS Current Report on Form 8-K dated May 14, 2015 | | | 1-4473 | | | 5-19-15 | | |
| 4.27 | | | | | Exhibit 4.1 to Pinnacle West/APS Current Report on Form 8-K dated November 3, 2015 | | | 1-4473 | | | 11-6-15 | | |
| 4.28 | | | | | Exhibit 4.1 to Pinnacle West/APS Current Report on Form 8-K dated May 3, 2016 | | | 1-4473 | | | 5-6-16 | |
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Exhibit
No. |
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Description
|
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Previously Filed
as Exhibit: |
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File No.a
|
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Date
Filed |
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| 4.29 | | | | | Exhibit 4.1 to Pinnacle West/APS Current Report on Form 8-K dated September 15, 2016 | | | 1-4473 | | | 9-20-16 | | |
| 4.30 | | | | | Exhibit 4.1 to Pinnacle West/APS Current Report on Form 8-K dated September 6, 2017 | | | 1-4473 | | | 9-11-17 | | |
| 4.31 | | | | | Exhibit 4.1 to Pinnacle West/APS Current Report on Form 8-K dated August 7, 2018 | | | 1-4473 | | | 8-9-18 | | |
| 4.32 | | | | | Exhibit 4.1 to Pinnacle West/APS Current Report on Form 8-K dated February 26, 2019 | | | 1-4473 | | | 2-28-19 | | |
| 4.33 | | | | | Exhibit 4.1 to Pinnacle West/APS Current Report on Form 8-K dated August 12, 2019 | | | 1-4473 | | | 8-16-19 | | |
| 4.34 | | | | | Exhibit 4.1 to Pinnacle West/APS Current Report on Form 8-K dated November 18, 2019 | | | 1-4473 | | | 11-20-19 | | |
| 4.35 | | | | | Exhibit 4.1 to Pinnacle West/APS Current Report on Form 8-K dated May 19, 2020 | | | 1-4473 | | | 5-22-20 | | |
| 4.36 | | | | | Exhibit 4.1 to Pinnacle West/APS Current Report on Form 8-K dated September 8, 2020 | | | 1-4473 | | | 9-11-20 | | |
| 4.37 | | | | | Exhibit 4.1 to Pinnacle West/APS Current Report on Form 8-K dated August 16, 2021 | | | 1-4473 | | | 8-16-21 | | |
| 4.38 | | | | | Exhibit 4.1 to Pinnacle West/APS Current Report on Form 8-K dated November 8, 2022 | | | 1-4473 | | | 11-8-22 | | |
| 4.39 | | | | | Exhibit 4.1 to Pinnacle West/APS Current Report on Form 8-K dated June 30, 2023 | | | 1-4473 | | | 6-30-23 | | |
| 4.40 | | | | | Exhibit 4.1 to APS 1993 Form 10-K Report | | | 1-4473 | | | 3-30-94 | |
| | | | PINNACLE WEST CAPITAL CORPORATION | | |||
| | | | By: | | |
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Signature
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Title
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Date
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Principal Executive Officer and
Director |
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/s/ Andrew Cooper
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Principal Financial Officer
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(Elizabeth A. Blankenship, Vice President,
Controller and Chief Accounting Officer) |
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Principal Accounting Officer
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/s/ Glynis A. Bryan
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Director
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Director
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/s/ Richard P. Fox
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Director
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/s/ Kathryn L. Munro
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Director
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Director
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Signature
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Title
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Date
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/s/ Paula J. Sims
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Director
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Director
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Director
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Director
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| | | | ARIZONA PUBLIC SERVICE COMPANY | | |||
| | | | By: | | |
Jeffrey B. Guldner
Chairman of the Board of Directors and Chief Executive Officer |
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Signature
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Title
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Date
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Principal Executive Officer and Director
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/s/ Andrew Cooper
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Principal Financial Officer
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(Elizabeth A. Blankenship, Vice President,
Controller and Chief Accounting Officer) |
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Principal Accounting Officer
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/s/ Glynis A. Bryan
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Director
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Director
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/s/ Richard P. Fox
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Director
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/s/ Kathryn L. Munro
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Director
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Director
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Signature
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Title
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Date
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/s/ Paula J. Sims
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Director
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Director
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Director
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Director
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This ‘S-3ASR’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on / Effective on: | 2/28/24 | |||
2/27/24 | 10-K, 8-K, ARS | |||
2/21/24 | ||||
6/30/23 | 10-Q, 8-K | |||
12/15/22 | ||||
11/8/22 | 8-K | |||
8/16/21 | 8-K | |||
9/8/20 | 424B3, 8-K, FWP | |||
6/10/20 | 424B3, 8-K, FWP | |||
5/19/20 | 424B3, 8-K, FWP | |||
2/25/20 | 4, 8-K | |||
11/18/19 | 424B3, 8-K, FWP | |||
8/12/19 | 424B2, 424B3, 8-K, FWP | |||
2/26/19 | 4, 424B3, 8-K, 8-K/A, FWP | |||
8/7/18 | 424B3, 8-K, FWP | |||
9/6/17 | 424B3, 8-K, FWP | |||
6/20/17 | 8-K | |||
9/15/16 | 424B3, 8-K, FWP | |||
5/3/16 | 424B3, 8-K, FWP | |||
11/3/15 | 424B2, 424B3, 8-K, FWP | |||
5/14/15 | 424B2, 424B3, 8-K, FWP | |||
6/30/08 | 10-Q, 8-K | |||
8/2/06 | 424B2, 8-K | |||
8/19/05 | 424B5, 8-K | |||
5/9/03 | 424B5, 8-K | |||
12/1/00 | ||||
1/15/98 | 424B5 | |||
List all Filings |