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Wec Energy Group 8-K/A Report, Executive Changes (Jan 19, 2024)

Reports
Leadership Changes
Filing Date
Filed January 19, 2024
Period End
November 8, 2023
Security
WEC
In the record · 2016–202610-K1110-Q338-K260

WEC filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 260 current reports (8-K) between 2016 and 2026.

  1. Leadership change8-K · Oct ’20Oct ’20
  2. Leadership change8-K · Oct ’22Oct ’22
  3. Material agreement8-K · Aug ’26Aug ’26

01—Abstract

Summary

Summary of the 8-K/A filed January 19, 2024. Cited figures are marked; the original filing is the authoritative source.

WEC Energy Group, Inc. filed this Amendment No. 1 on Form 8-K/A to its Current Report originally filed November 9, 2023.

The sole purpose of the amendment is to disclose the compensation arrangement for Gale E. Klappa in his role as Non-Executive Chairman. The original filing reported his upcoming transition from Executive Chairman to Non-Executive Chairman.

Klappa will remain Executive Chairman until the annual shareholders meeting in May 2024, at which point he will become Non-Executive Chairman of the Board. Upon that transition, under the Company's 2024 director compensation program for non-management directors, Klappa will receive an annual retainer fee of $120,000a and an annual restricted stock award valued at $160,000. In connection with his service as Non-Executive Chairman, he will receive an additional annual retainer fee of $187,500.

For 2024, he will receive prorated amounts of these fees to reflect his partial-year service as Non-Executive Chairman, and he will not receive any additional restricted stock in 2024. For investors, the amendment is a governance and compensation disclosure rather than a financial-results report. It details the director pay package for the company's leadership transition and does not modify any other disclosures in the Original 8-K.

02—Key points

Key Highlights

  1. Amendment No. 1 on Form 8-K/A supplements the Original 8-K filed November 9, 2023, solely to disclose Gale E. Klappa's Non-Executive Chairman compensation.
  2. Klappa remains Executive Chairman until the May 2024 annual shareholders meeting, then becomes Non-Executive Chairman of the Board.
  3. Base annual director retainer of $120,000 plus an annual restricted stock award valued at $160,000 under the 2024 director compensation program.
  4. Additional annual retainer of $187,500 tied to service as Non-Executive Chairman.
  5. 2024 fees will be prorated to reflect partial-year service in the Non-Executive Chairman role.
  6. No additional restricted stock will be granted to Klappa in 2024.
  7. The amendment does not modify any other disclosures in the Original 8-K.

03—Questions

Frequently Asked Questions

  1. Who is leaving the Executive Chairman role at WEC Energy Group?

    Gale E. Klappa is transitioning from Executive Chairman to Non-Executive Chairman of the Board. He will remain Executive Chairman until the annual shareholders meeting in May 2024.

  2. What annual compensation will Klappa receive as Non-Executive Chairman?

    He will receive an annual retainer fee of $120,000, an annual restricted stock award valued at $160,000, and an additional annual retainer fee of $187,500 for serving as Non-Executive Chairman.

  3. How will Klappa's 2024 compensation be calculated?

    For 2024, he will receive prorated amounts of the fees to reflect his service as Non-Executive Chairman for part of the year, and he will not receive any additional restricted stock in 2024.

  4. Why was this amendment filed?

    The amendment was filed for the sole purpose of disclosing the compensation arrangement for Klappa in his role as Non-Executive Chairman. It does not change any other information in the Original 8-K filed November 9, 2023.

04—Continue

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