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

January 631, 2025

Date of Report (Date of earliest event reported)

Commission

File Number

Exact name of registrant as specified in its charter

State or other jurisdiction of incorporation or organization

Address of principal executive offices

Registrant's telephone number, including area code

IRS Employer Identification No.

001-05152

PACIFICORP

93-0246090

(An Oregon Corporation)

825 N.E. Multnomah Street

Portland, Oregon 97232

888-221-7070

N/A

(Former name or former address, if changed since last report)

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:

☐ 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:


Registrant			Securities registered pursuant to Section 12(b) of the Act:
PACIFICORP			None

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 15.0107 ~~Entry~~Submission ~~into~~of Matters to a ~~Material~~Vote ~~Definitive~~of ~~Agreement~~Security Holders.

On January ~~6 and 7~~31, 2025, ~~PacifiCorp~~PPW ~~executed~~Holdings ~~settlement~~LLC ~~agreements totaling $87 million with 499 individual plaintiffs~~ (~~which includes~~ the ~~331~~“Majority ~~individual~~Shareholder”) ~~plaintiffs~~executed ~~for~~a ~~which~~written ~~settlement~~consent inapproving ~~principle~~an ~~was~~amendment ~~reached~~to inthe ~~September~~Fourth ~~2024)~~Restated ~~and~~Articles ~~$23~~of ~~million~~Incorporation ~~with personal injury, loss~~ of ~~life~~PacifiCorp ~~and~~to ~~commercial~~effectuate ~~plaintiffs~~a ~~for~~reverse ~~various~~stock ~~complaints~~split ~~associated with the 2022 McKinney wildfire. Refer to Note 11~~ of the ~~Notes~~shares ~~to Consolidated Financial Statements~~ of ~~PacifiCorp~~6.00% inSerial ~~Part~~Preferred I,Stock ~~Item 1~~ and ~~to Item 1~~7.00% ~~Legal~~Serial ~~Proceedings~~Preferred inStock ~~Part~~(together, ~~II of PacifiCorp's Quarterly Report on Form 10-Q for~~ the ~~quarter~~“Serial ~~ended~~Preferred ~~September~~Stock”) ~~30, 2024 for further discussion of~~ (the ~~2022~~“Reverse ~~McKinney~~Split ~~wildfire and associated legal proceedings~~Amendment”).

AAs ~~form~~ of the ~~settlement~~close ~~agreements~~of ~~referenced~~business ~~above~~on January 31, 2025, the Majority Shareholder, held (~~“Form~~i) all of ~~Settlement~~the ~~Agreement”~~357,060,915 issued and outstanding shares of the common stock, representing 100% of the voting power thereof, and (ii) is2,494 ~~filed~~shares asof ~~Exhibit~~the 105,930 issued and outstanding shares of the 6.100% toSerial ~~this~~Preferred ~~Current~~Stock, ~~Report~~and on10,269 ~~Form~~shares ~~8-K~~of the 18,046 issued and isoutstanding ~~incorporated~~shares ~~herein~~of bythe ~~reference~~7.00% Serial Preferred Stock, representing, as a single class, 53.23% of the voting power of the Serial Preferred Stock.

~~Item~~The 8Reverse Split Amendment provides for a reverse stock split of the Serial Preferred Stock (“Reverse Stock Split”) at a ratio of one-for-ten thousand, provided that any fractional shares resulting from the reverse stock split will not be issued or outstanding, and instead will be paid out in cash (without interest or deduction) in the amount, as applicable in each case, equal to (i) the number of shares of 6.~~01 Other~~00% ~~Events~~Serial Preferred Stock exchanged and combined into such fractional share multiplied by $155.00, plus any accrued but unpaid dividends from the most recent dividend payment date with respect to the 6.00% Serial Preferred Stock up to, but not including, the effective date of the Reverse Stock Split, or (ii) the number of shares of 7.00% Serial Preferred Stock exchanged and combined into such fractional share multiplied by $180.00, plus any accrued but unpaid dividends from the most recent dividend payment date with respect to the 7.00% Serial Preferred Stock up to, but not including, the effective date of the Reverse Stock Split.

~~From time to time,~~ PacifiCorp ~~may~~anticipates ~~post~~that ~~information~~it ~~related~~will toeffectuate the ~~wildfire~~Reverse ~~litigation~~Stock inSplit the About section of its website (at https://www.pacificorp.com). This information may be considered material information not otherwise publicly available at the time of posting. Such disclosure may serve as ~~the~~soon initial public announcement of wildfire litigation developments for purposes of Regulation FD. As such, you are encouraged to visit the site regularly for new and developing information related to the wildfire litigation. Any information available on or through PacifiCorp's website is not part of this Form 8-K and the foregoing web address is included as ~~an inactive textual reference only~~practicable. PacifiCorp undertakes no obligation to update or revise any such information, whether as a result of new information, future events or otherwise, except as may be required under applicable securities law.

~~Item~~PacifiCorp ~~9.01 Financial~~will ~~Statements~~mail a Notice of Corporate Action and ~~Exhibits~~Notice of Dissenters’ Rights to its shareholders notifying them of the Reverse Split Amendment, the Majority Shareholder’s approval of the Reverse Split Amendment and dissenters’ rights under and in accordance with Oregon law.

(d) Exhibits

Exhibit No. Description

10.1 Form of Settlement Agreement, dated January 6 and January 7, 2025.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

Forward-Looking Statements

This report (including exhibits) contains statements that do not directly or exclusively relate to historical facts. These statements are "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act and include, but are not limited to, any statements relating to developments in the wildfire litigation, a matter that by its nature is very likely to change, is unpredictable and will continue to evolve over time, as well as the impact of such proceedings on PacifiCorp's operating results, cash flows, and liquidity. Forward looking statements can typically be identified by the use of forward-looking words, such as "will," "may," "could," "intend," "potential" and similar terms. These statements are based upon PacifiCorp's current intentions, assumptions, expectations and beliefs and are subject to risks, uncertainties and other important factors. Many of these factors are outside the control of PacifiCorp and could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These factors include, among others, considerations that may be disclosed from time to time in PacifiCorp's filings with the United States Securities and Exchange Commission (the "SEC") or in other publicly disseminated written documents. PacifiCorp undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities law. The foregoing factors should not be construed as exclusive.

SIGNATURES

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 hereunto duly authorized.

			PACIFICORP
Date: January 10, 2025			/s/ Nikki L. Kobliha
Date: January 31, 2025			/s/ Nikki L. Kobliha
			Nikki L. Kobliha
			Senior Vice President and Chief Financial Officer

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