8-KLeadership ChangesExhibits & Filings

XCEL ENERGY INC 8-K Report, Executive Changes (May 30, 2007)

Filed May 30, 2007For Securities:XELXELLL

Summary

This Form 8-K filing by Xcel Energy Inc. reports a change in executive compensation arrangements, specifically concerning Mr. Paul J. Bonavia, President of the Utilities Group. Effective June 1, 2007, Mr. Bonavia was added as a participant in the Xcel Energy Senior Executive Severance and Change-in-Control Policy. Prior to this, he had a separate change-in-control agreement and employment agreement. The amendment signifies a standardization of severance and change-in-control benefits for key executives. The filing details the specific benefits Mr. Bonavia will be entitled to upon a change in control and subsequent termination, which include a substantial cash payment (three times his base salary and target incentive), prorated incentive compensation, outplacement services, pension and retirement plan enhancements, continued benefits, and a perquisite allowance for a period of three years. The agreement also includes a provision to cover potential excise taxes.

Key Highlights

  • 1Paul J. Bonavia, President, Utilities Group, added as a participant in the Xcel Energy Senior Executive Severance and Change-in-Control Policy.
  • 2Effective date of Mr. Bonavia's participation in the Policy is June 1, 2007.
  • 3Mr. Bonavia's prior separate change-in-control agreement has been terminated.
  • 4Mr. Bonavia's employment agreement amended to reflect benefits will be paid under the Policy.
  • 5Severance package for Mr. Bonavia upon change-in-control and termination includes 3x base salary and target incentive.
  • 6Benefits also include prorated incentive, outplacement, pension enhancements, continued insurance for 3 years, and perquisites for 3 years.
  • 7Provision for excise tax gross-up payment included, subject to limitations.

Frequently Asked Questions

The main purpose of this 8-K filing is to report an amendment to Xcel Energy Inc.'s Senior Executive Severance and Change-in-Control Policy, specifically adding Mr. Paul J. Bonavia as a participant and detailing his change-in-control benefits.

If Mr. Bonavia is terminated (not for cause, disability, death, or voluntary retirement) within two years following a change in control, he is entitled to receive a cash payment of three times his annual base salary and target annual incentive award, prorated target annual incentive, outplacement services, enhanced pension/retirement contributions, continued medical/dental/life insurance for three years, and continued perquisite allowance for three years. He may also receive a payment to cover excise taxes.

Mr. Bonavia's separate change-in-control agreement has been terminated, and his employment agreement has been amended to ensure his change-in-control benefits are now governed by the Senior Executive Severance and Change-in-Control Policy.

Under the terms of his amended employment agreement, upon termination following a change-in-control, Mr. Bonavia will receive the greater of the payments outlined in the Policy or the payments he would have been entitled to under his employment agreement.