01—Abstract
Summary
Summary of the 8-K filed May 13, 2025. Cited figures are marked; the original filing is the authoritative source.
WEC Energy Group, Inc. reported in this Form 8-K, filed May 13, 2025, the results of its Annual Meeting of stockholders held May 8, 2025.
Stockholders voted on six proposals. The filing shows that all thirteen director nominees, including Warner L. Baxter, Gale E.
Klappa and Ulice Payne, Jr., received more votes for than against, with terms expiring in 2026. Stockholders also ratified Deloitte & Touche LLP as independent auditors for 2025, with 269,708,010 shares voted for and 12,913,037 against. Stockholders gave favorable votes to the two proposals to eliminate supermajority voting requirements.
Proposal 4 (amending the Restated Articles of Incorporation) recorded 245,033,541 shares for and 3,545,120 against. Proposal 5 (amending the Bylaws) recorded 244,906,452 shares for and 3,642,825 against. The advisory vote on named executive officer compensation (Proposal 3) recorded 231,249,610 shares for and 16,963,811 against, with 1,945,763 abstaining.
The stockholder proposal to support a simple majority vote (Proposal 6) drew 101,314,470 shares for and 146,655,920 against, with 2,188,794 abstaining. Broker non-votes totaled 33,634,995 on most items, and were 0 on the auditor ratification.
02—Key points
Key Highlights
- Annual Meeting held May 8, 2025; all 13 director nominees received more votes for than against, for terms expiring in 2026.
- Deloitte & Touche LLP ratified as independent auditors for 2025 with 269,708,010 shares voted for and 12,913,037 against.
- Advisory vote on named executive officer compensation: 231,249,610 shares for and 16,963,811 against, with 1,945,763 abstaining.
- Proposal to eliminate supermajority voting requirements in the Restated Articles of Incorporation: 245,033,541 shares for and 3,545,120 against.
- Proposal to eliminate supermajority voting requirements in the Bylaws: 244,906,452 shares for and 3,642,825 against.
- Stockholder proposal to support a simple majority vote received 101,314,470 shares for and 146,655,920 against.
- Director vote tallies varied; Gale E. Klappa (14,139,959 against) and Ulice Payne, Jr. (14,538,596 against) received the highest against counts among nominees.
03—Questions
Frequently Asked Questions
Who was elected to the WEC Energy Board of Directors at the May 8, 2025 Annual Meeting?
The filing lists thirteen director nominees for terms expiring in 2026: Warner L. Baxter, Ave M. Bie, Danny L. Cunningham, William M. Farrow III, Cristina A. Garcia-Thomas, Maria C. Green, Gale E. Klappa, Thomas K. Lane, John D. Lange, Scott J. Lauber, Ulice Payne, Jr., Mary Ellen Stanek and Glen E. Tellock. Each received more votes for than against.
Did stockholders approve eliminating supermajority voting requirements?
Stockholders voted in favor of both proposals to eliminate supermajority voting requirements. The Restated Articles amendment (Proposal 4) received 245,033,541 shares for and 3,545,120 against, and the Bylaws amendment (Proposal 5) received 244,906,452 shares for and 3,642,825 against.
How did stockholders vote on the proposal for a simple majority vote?
The stockholder proposal to support a simple majority vote (Proposal 6) received 101,314,470 shares for and 146,655,920 against, with 2,188,794 abstaining. The filing reports the vote tallies but does not state an outcome for this proposal.
What was the stockholder vote on executive compensation?
The advisory vote to approve the compensation of named executive officers (Proposal 3) recorded 231,249,610 shares for, 16,963,811 against and 1,945,763 abstaining, with 33,634,995 broker non-votes.
Who signed the filing and what is the reporting date?
The report is signed by William J. Guc, Vice President and Controller, on behalf of WEC Energy Group, Inc., and is dated May 13, 2025.
04—Continue