-2-
governance system relies upon well-established principles of corporate law, and is established
pursuant to Pennichuck Corporation’s Articles of Incorporation and By-Laws, as adopted by the
City and the Company at the time of the acquisition pursuant to the Merger Agreement.
V2, PENNICHUCK’”
March 25, 2019
ANNUAL REPORT TO THE SOLE SHAREHOLDER
Dear Shareholder:
The Annual Meeting of Pennichuck Corporation will be held at 9:00 a.m. on Saturday, May 4,
2019 at the DoubleTree by Hilton, 2 Somerset Parkway, Nashua, New Hampshire.
COPY — FOR INFORMATION ONLY
Ve. PENNIGHUCK?
PROXY CARD
PENNICHUCK CORPORATION
PROXY for Annual! Meeting of Sole Shareholder - May 4, 2019
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
Jay N. Lustig
(Director Since: January 2012)
Donald L. Ware, Chief Operating Officer
Mr. Ware has been the Chief Operating Officer of Pennichuck Corporation since
Nominating and Governance Committee. The Nominating and Governance Committee is
responsible for identifying individuals qualified to become Board members; recommending to
the Board the persons to be nominated by the Board for election as directors at the Annual
Meeting of Sole Shareholder; developing and recommending to the Board of Directors a set of
corporate governance principles; overseeing an annual self-evaluation of the Board; and annually
reviewing the Corporate Code of Conduct. The Nominating and Governance Committee is
The current members of the Board Committees are as follows:
Corporate Governance Matters
Current Board of Directors. The Pennichuck Corporation Board of Directors is divided into
three classes, each class serving for three years following their election and until their successors
have been elected and qualified.
The number of Directors is currently fixed at eleven. There is a vacancy on the Board in Class B
due to the resignation of a Board member in September 2017. The Board of Directors is
nominating Deborah Novotny for election as a Class B director to fill the vacancy in Class B.
of Aldermen unanimously approved the acquisition pursuant to this special legislation on
January 11,2011. The New Hampshire Public Utilities Commission approved the Merger
Agreement on November 23, 2011, concluding that “the transaction is in the public interest and
will not have an adverse effect on rates, terms, service, or operation of the utilities.”
V2 PENNICHUCK”
PENNICHUCK CORPORATION
25 Manchester Street
Merrimack, New Hampshire 03054
PROXY STATEMENT
2019 Annual Meeting of Sole Shareholder
To be Held on Saturday, May 4, 2019 at 9:00 a.m.
