01—Abstract
Summary
Summary of the 8-K filed December 6, 2024. Cited figures are marked; the original filing is the authoritative source.
WEC Energy Group, Inc. filed this Current Report on Form 8-K dated December 6, 2024 under Item 5.02, which covers compensatory arrangements of certain officers.
The filing discloses the performance measures the Compensation Committee of the Board of Directors set on December 5, 2024 for the 2025 plan year under two incentive programs, and it does not report financial results, a change in control, or a change in directors or officers. For the 2025 annual incentive under the Short-Term Performance Plan, named executive officers of WEC Energy Group and its subsidiary Wisconsin Electric Power Company will be primarily measured on earnings per share (75%a weight) and cash flow (25% weight), with awards adjustable by up to 10% based on customer satisfaction (5%), safety (2.5%) and supplier and workforce diversity (2.5%). For executives whose roles primarily relate to Wisconsin utility operations, the weighting shifts to earnings per share (25%), cash flow (25%) and aggregate net income of the Wisconsin utility operations (50%), with the same 10% adjustment categories, though supplier diversity and workforce diversity are weighted at 1.25% each.
For the 2025 performance unit awards under the Performance Unit Plan, the Compensation Committee selected a three-year total shareholder return measure relative to a custom peer group (55%b) and performance against the weighted average authorized return on equity of all WEC Energy utility subsidiaries (45%). A stock price to earnings ratio relative to peers can increase vesting by up to 25%, and vesting cannot exceed 200% of target.
02—Key points
Key Highlights
- Annual incentive (2025 plan year) for named executive officers is primarily based on earnings per share (75% weight) and cash flow (25% weight) under the Short-Term Performance Plan.
- Wisconsin utility-focused executives have a different mix: earnings per share (25%), cash flow (25%) and aggregate Wisconsin utility net income (50%).
- Annual awards can be increased or decreased by up to 10% based on customer satisfaction (5%), safety (2.5%) and diversity measures.
- 2025 performance unit awards are measured 55% on three-year total shareholder return relative to a custom peer group and 45% on weighted average authorized return on equity of utility subsidiaries.
- A stock price to earnings ratio measure compared to peers can increase performance unit vesting by up to 25%.
- Performance unit vesting is capped at 200% of the target award.
- The performance measures were established by the Compensation Committee on December 5, 2024.
03—Questions
Frequently Asked Questions
What is the filing about?
The filing reports that on December 5, 2024, the Compensation Committee of WEC Energy Group's Board set the performance measures and weightings for 2025 annual incentive awards and 2025 performance unit awards. It does not disclose financial results or changes in directors or officers.
How are 2025 annual incentives for most named executive officers determined?
Their annual incentive is primarily dependent on WEC Energy Group's performance against earnings per share targets (75% weight) and cash flow targets (25% weight). Awards may be adjusted up to 10% based on customer satisfaction, safety and supplier and workforce diversity.
How do the Wisconsin utility incentive measures differ?
For executives whose positions primarily relate to Wisconsin utility operations, earnings per share is weighted 25%, cash flow 25%, and aggregate net income of the Wisconsin utility operations 50%. Awards can still be adjusted up to 10% based on customer satisfaction, safety, and supplier and workforce diversity measures.
How are the 2025 performance unit awards measured?
Performance is measured 55% by three-year total shareholder return compared with a custom peer group and 45% by the weighted average authorized return on equity of WEC Energy's utility subsidiaries. A stock price to earnings ratio compared with peers can increase vesting by up to 25%, with vesting capped at 200% of target.
Does the filing indicate any change in leadership?
No. The filing describes only the establishment of incentive performance measures and is signed by William J. Guc, Vice President and Controller, with no announced departures, appointments or elections of directors or officers.
04—Continue