AVISTA CORP
For the period ended May 14, 2026. Filed Apr 1, 2026.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 14, 2026 · Filed Apr 1, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒ Definitive Proxy Statement
☐ Definitive Additional Materials
☐ Soliciting Material under §240.14a-12
AVISTA CORPORATION
(Name of registrant as specified in its charter)
(Name of person(s) filing proxy statement, if other than the registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | No fee required |
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| ☐ | Fee paid previously with preliminary materials |
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| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
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Avista’s 2026 Annual Meeting will be held at 8:00 a.m. Pacific Time on Thursday, May 14, 2026. This year’s Annual Meeting of Shareholders will once again be held in a virtual format only. You will not be able to attend the Annual Meeting in person.
DEAR FELLOW SHAREHOLDER: You will be able to participate in the Annual Meeting, vote, and submit your questions and comments during the Annual Meeting via live webcast by visiting www.virtualshareholdermeeting.com/AVA2026. Whether or not you plan to participate in the Annual Meeting, I urge you to vote and submit your proxy prior to the Annual Meeting by mail, telephone or through the internet as soon as possible, following the instructions printed on your proxy card and/or proxy notice. This Proxy Statement accompanies the 2025 Annual Report to Shareholders, which contains information about the Company’s performance, including our audited financial statements. My first year as CEO was marked by exciting opportunities for growth and investment as well as unprecedented uncertainty and stormy conditions (both literally and figuratively). Yet as we have for 136 years, our teams learned, innovated, and delivered. Avista remains invested in progress and grounded in resilience: from making smart investments to maintain our ability to provide safe, reliable energy, to acting as a partner in the shared clean energy economy, to inspiring engaged and thriving employees, to our commitment to financial strength. Our investment in progress, rooted in a legacy of innovation, positions us to serve existing and future customers alike while delivering strong results to you, our shareholders. Thank you for the opportunity to serve. Sincerely, HEATHER ROSENTRATER President and Chief Executive Officer April 1, 2026
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
2026 Annual Meeting Information
| DATE AND TIME May 14, 2026 at 8:00 a.m. Pacific Time | LOCATION www.virtualshareholdermeeting.com/AVA2026 |
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| The purposes of the meeting are to: | ||
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| 1 | Elect eleven directors identified in the accompanying proxy statement to serve until the 2027 Annual Meeting of Shareholders; | THIS PROXY STATEMENT AND THE 2025 ANNUAL REPORT ARE AVAILABLE ON THE INTERNET AT HTTP://PROXYVOTE.COM 1411 E. Mission Ave. Spokane, Washington 99202 |
| 2 | Ratify the appointment of Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu, Ltd., and their respective affiliates (collectively, “Deloitte”) as the Company’s independent registered public accounting firm for 2026; | |
| 3 | Hold an advisory (non-binding) vote on executive compensation; | |
| 4 | Amend the Company’s Restated Articles of Incorporation to reduce the shareholder approval requirement for specified matters from 80 percent of the total number of shares of common stock outstanding to a majority of such shares outstanding; and | |
| 5 | Transact other business that may come before the meeting or any adjournment or postponement thereof. | |
| Shareholders of record may participate in the Annual Meeting by logging in at www.virtualshareholdermeeting.com/AVA2026. Please refer to the Additional Information for guidance regarding participation in the Annual Meeting. Your vote is very important to us. You can be sure your shares are represented at the meeting if you are a shareholder of record by promptly voting over the internet or by telephone or by returning your completed proxy card in the pre-addressed, postage-paid return envelope (which will be provided to those shareholders who request to receive paper copies of these materials by mail), or, if your shares are held through an account with a brokerage firm, bank or other nominee, by returning your completed voting instruction card to your broker or nominee. The proxy is solicited by the Board of Directors of Avista Corp. We cordially invite you to attend the meeting. By Order of the Board, GREGORY C. HESLER Senior Vice President, General Counsel, Corporate Secretary and Chief Ethics/Compliance Officer Spokane, Washington April 1, 2026 | ||
Important Information About Avista’s Virtual Annual Meeting
Avista Corporation’s (“Avista” or the “Company”) 2026 Annual Meeting of Shareholders (the “Annual Meeting”) will be held virtually by live webcast. Shareholders of record at the close of business on March 13, 2026, are entitled to participate in the meeting and participants will be able to ask questions, make comments and vote on the matters brought before the meeting. Below are some frequently asked questions regarding our Annual Meeting.
How can I view and participate in the Annual Meeting? To participate, visitwww.virtualshareholdermeeting.com/AVA2026 and log in with the 16-digit control number included in your proxy materials.
When can I join the virtual Annual Meeting? You may begin to log in to the meeting platform beginning at 7:45 a.m. Pacific Time on May 14, 2026. The meeting begins at 8:00 a.m. Pacific Time on May 14, 2026.
How can I ask questions and vote? We encourage you to submit your questions and vote in advance by visitingwww.proxyvote.com. Shareholders may also vote and submit questions virtually during the meeting (subject to time restrictions). During the meeting, questions can only be submitted in the question box provided in the virtual meeting webcast. To participate in the meeting webcast, visitwww.virtualshareholdermeeting.com/AVA2026.
What if I lost my 16-digit control number? You will be able to log in as a guest. To view the meeting webcast, visitwww.virtualshareholdermeeting.com/AVA2026 and register as a guest. If you log in as a guest, you will not be able to vote your shares or ask questions during the meeting.
What if I experience technical difficulties? Please call (844)986-0822 (US) or 1 (412)317-5419 (international) for assistance.
Where can I find additional information? For additional information about how to attend the Annual Meeting, please refer to the Additional Information section.
A recording of the Annual Meeting will be posted as soon as practical athttps://investor.avistacorp.com along with answers to a representative set of any shareholder questions received before and during the Annual Meeting not answered due to time constraints. We also encourage you to read our Annual Report on Form 10-K available atwww.proxyvote.com.
Your vote is important to us! Please vote today atwww.proxyvote.com.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.