American Electric Power (AEP) 10-K risk factor changes: FY2023 vs FY2022

See Note 4 – Rate Matters included in the [removed: 2022] [added: 2023] Annual Report for additional information.

All aspects of AEP’s rates accepted or approved by the FERC, including the formula rate templates, the rates of return on the [added: actual equity portion of its respective capital structures and the approved targeted capital structures, are subject to challenge by interested parties at the FERC, or by the FERC on its own initiative.]

Changes in regulatory policies and advances in batteries or energy storage, wind [removed: turbines] [added: turbines, small modular reactors] and photovoltaic solar cells are reducing costs of new technology to levels that are making them competitive with some central station electricity production and delivery.

These developments can challenge AEP’s competitive ability to maintain relatively low cost, efficient and reliable operations, to establish fair regulatory mechanisms and [removed: to provide cost-effective programs and services to customers.]

AEP’s business plan for the construction of new [removed: projects] [added: projects, including providing service to new large load customers,] involves a number of risks, including [added: incomplete or inaccurate forecasting, planning and procurement,] construction delays, non-performance by equipment and other third-party suppliers and increases in equipment and labor costs.

To limit the risks of these construction projects, AEP’s subsidiaries enter into [added: interconnection and service agreements,] equipment purchase orders and construction contracts and incur engineering and design service costs in advance of receiving necessary regulatory [removed: approvals] [added: approvals, cost recovery] and/or siting or environmental permits.

If any of these projects are canceled for any reason, including [added: shifts in large customer needs, preferences or financial stability,] failure to receive necessary regulatory [removed: approvals] [added: approvals, cost recovery] and/or siting or environmental permits, significant [added: unrecoverable costs or] cancellation penalties under the equipment purchase orders and construction contracts could occur.

I&M owns the Cook Plant, which consists of two nuclear generating units for a rated capacity of 2,296 MWs, or about a tenth of the regulated generating capacity in the AEP [removed: System.][added: System as of December 31, 2023.]

- Uncertainties with respect to contingencies and assessment amounts triggered by a loss event (federal law requires owners of nuclear units to purchase the maximum available amount of nuclear liability insurance [added: unless the NRC specifies a lesser amount] and potentially contribute to the coverage for losses of others).

[removed: Existing, new or changed rules of these RTOs could result in significant additional fees and increased] costs to participate in those structures, including the cost of transmission facilities built by others due to changes in transmission rate design.

As of December 31, [removed: 2022,] [added: 2023,] AEP Texas did business with approximately [removed: 127] [added: 124] REPs.

In [removed: 2022,] [added: 2023,] AEP Texas’ two largest REPs accounted for [removed: 45%] [added: 41%] of its operating revenue.

In July 2020, an investigation led by the U.S. Attorney’s Office resulted in a federal grand jury indictment of an Ohio legislator and associates [added: and Generation Now, an entity registered as a 501(c)(4) social welfare organization,] in connection with an alleged racketeering conspiracy involving the adoption of HB [added: 6.]

In addition, the impact of continued public scrutiny of HB 6 is not [removed: known,] [added: known] and may have an adverse impact on AEP and OPCo, including their relationship with regulatory and legislative authorities, customers and other stakeholders.

- Compliance with mandatory reliability standards, including mandatory [removed: cyber security] [added: cybersecurity] standards.

- Catastrophic events such as fires, earthquakes, explosions, hurricanes, [removed: tornados,] [added: tornadoes,] ice storms, terrorism (including cyber-terrorism), floods or other similar occurrences.

The breach of certain business systems could affect the ability to [added: correctly record, process and report financial information.]

While there have been immaterial incidents of phishing, unauthorized access to technology systems, financial fraud, and disruption of remote access across the AEP [removed: System,] [added: subsidiaries,] there has been no material impact on business or operations from these [removed: attacks.][added: attacks to date.]

However, AEP cannot guarantee that security efforts will detect or prevent [added: future] breaches, operational incidents, or other breakdowns of technology systems and network infrastructure and cannot provide any assurance that such incidents will not have a material adverse effect in the future.

AEP relies on access to capital markets as a significant source of liquidity for capital requirements not satisfied by operating cash flows or proceeds from the strategic sale of assets and investments, including subsidiaries [removed: such as the planned sale of KPCo and KTCo and AEP Renewables’ competitive contracted renewable portfolio,] [added: or portions thereof,] and insurance markets to assist in managing its risk and liability profile.

Any [removed: announced] [added: planned] sale of assets and investments, including subsidiaries, may not occur for any number of reasons beyond our control, including regulatory [removed: approval on terms that are acceptable.][added: approval.]

If AEP’s ability to access capital becomes significantly constrained, AEP’s interest costs will likely increase and [added: that] could reduce future net income and cash flows and negatively impact financial condition.

Their ability to meet their financial obligations associated with their indebtedness and to pay dividends is primarily dependent on the earnings and cash flows of their operating subsidiaries, primarily their regulated utilities, and the ability of their subsidiaries to pay dividends [removed: to,] [added: to them] or repay loans from them.

The constraints in the supply chain could restrict the availability and delay the construction, maintenance or repair of items that are needed to support normal operations or are required to execute on AEP’s corporate strategy for continued capital investment in utility [removed: equipment.][added: equipment and impact AEP’s strategy to transition its generation fleet.]

[removed: The challenges include] potential higher rates of existing employee departures, lack of resources, loss of knowledge and a lengthy time period associated with skill development.

[added: Extreme weather conditions in general require more system] backup, adding to costs, and can contribute to increased system stress, including service interruptions.

Changes in [added: wind patterns or in] precipitation resulting in droughts, water shortages or floods could adversely affect operations, principally [added: wind generation facilities for changes in wind patterns and] the fossil fuel generating [removed: units.][added: units for changes in precipitation.]

A [added: change in wind patterns or a] negative impact to water supplies due to long-term drought conditions or severe flooding could adversely impact AEP’s ability to provide electricity to customers, as well as increase the price they pay for energy.

The price of energy, as a factor in a region’s cost of living as well as an important input into the cost of goods and services, has an impact on the economic health of the communities within [removed: the AEP System.][added: AEP’s service territories.]

AEP is involved in legal proceedings, claims and litigation arising out of its business operations, the most significant of which are summarized in Note 6 - Commitments, Guarantees and Contingencies included in the [removed: 2022] [added: 2023] Annual Report.

Management is unable to predict the course, results or impact, if any, of current or future litigation or investigations relating to the [removed: extreme] [added: severe] winter weather in Texas in February 2021.

AEPTCo depends on [removed: its affiliates in the] AEP [removed: System] [added: affiliates] for a substantial portion of its revenues.

AEPTCo’s principal transmission service customers are [removed: its affiliates in the] AEP [removed: System.][added: affiliates.]

For the year ended December 31, [removed: 2022, its] [added: 2023, AEP] affiliates were responsible for approximately 79% of the consolidated transmission revenues of AEPTCo.

Instead, under the provisions of certain affiliate contracts, it is permitted to occupy and maintain its facilities upon real property held by the respective AEP [removed: System] [added: subsidiary] utility affiliate that overlay its operations.

AEP can give no assurance that (a) the relevant AEP [removed: System] [added: subsidiary] utility affiliates will continue to be affiliates of AEPTCo, (b) suitable replacement arrangements can be obtained in the event that the relevant AEP [removed: System] [added: subsidiary] utility affiliates are not its affiliates and (c) the underlying easements and other rights are sufficient to permit AEPTCo to operate its assets in a manner free from interruption.

A majority of the electricity generated by [removed: the] AEP [removed: System] [added: subsidiaries] is produced by the combustion of fossil fuels.

Regulation of greenhouse gas emissions [removed: could] [added: and/or voluntary climate goals could] materially increase costs to AEP and its customers or cause some electric generating units to be uneconomical to operate or maintain.

AEP’s results of operations could be materially adversely affected to the extent that new federal or state laws or regulations [added: or voluntary climate goals] impose any new greenhouse gas emission limits.

[removed: AEP is exposed to the risk that counterparties that owe AEP] money or the delivery of a commodity, including power, could breach their obligations.

In addition, regulators have initiated and may initiate additional proceedings to investigate the prudence of costs in the AEP regulated utility businesses and in base rates and examine, among other things, the reasonableness or prudence of operation and maintenance practices, level of expenditures (including storm costs and costs associated with capital projects), allowed rates of return and rate base, proposed resource acquisitions, and previously incurred capital expenditures that the regulated utility businesses seek to place in rates.

The regulators may disallow costs subject to their jurisdiction found not to have been prudently incurred or found not to have been incurred in compliance with applicable tariffs, creating some risk to the ultimate recovery of those costs.

Regulatory proceedings relating to rates and other matters typically involve multiple parties seeking to limit or reduce rates.

Traditional base rate proceedings, as opposed to formula rate plans, generally have long timelines, are primarily based on historical costs, and may or may not be limited in scope or duration by statute.

The length of these base rate proceedings can cause the regulated utility businesses to experience regulatory lag in recovering costs through rates, such that they may not fully recover all costs during the rate effective period and may, therefore, earn less than their allowed returns.

Decisions are typically subject to appeal, further exacerbating the regulatory lag and leading to additional uncertainty associated with rate case proceedings.

The AEP regulated utility businesses have large customer and stakeholder bases and, as a result, could be the subject of public criticism or adverse publicity focused on issues including the operation and maintenance of their assets and infrastructure, their preparedness for major storms or other extreme weather events and/or the time it takes to restore service after such events, or the quality of their service or the reasonableness of the cost of their service.

Criticism or adverse publicity of this nature could render legislatures and other governing bodies, public service commissions and other regulatory authorities, and government officials less likely to view the applicable operating company in a favorable light and could potentially negatively affect legislative or regulatory processes or outcomes, as well as lead to increased regulatory oversight or more stringent legislative or regulatory requirements or other legislation or regulatory actions that adversely affect the regulated utility businesses.

The regulated utility businesses, and the energy industry as a whole, have experienced a period of rising costs and investments and an upward trend in spending, especially with respect to infrastructure investments, which is likely to continue in the foreseeable future and could result in more frequent rate cases and requests for, and the continuation of, cost recovery mechanisms, all of which could face resistance from customers and other stakeholders especially in a rising cost environment, whether due to inflation or high fuel prices or otherwise, and/or in periods of economic decline or hardship.

Significant increases in costs could increase financing needs and otherwise adversely affect AEP’s business, financial position, results of operation, or cash flows.

to provide cost-effective programs and services to customers.

Existing, new or changed rules of these RTOs could result in significant additional fees and increased

Certain defendants in that case had previously plead guilty and, in March 2023, a federal jury convicted the Ohio legislator and another individual of participating in the racketeering conspiracy.

Similarly, some of AEP’s third-party vendors have experienced cybersecurity incidents, though such incidents have not, to AEP’s knowledge, resulted in a material impact to AEP to date.

While AEP maintains insurance relating to cybersecurity events, such insurance is subject to a number of exclusions and may be insufficient to offset any losses, costs or damages experienced.

Also, the market for cybersecurity insurance is relatively new and coverage available for cybersecurity events is evolving as the industry matures.

AEP is subject to standards enacted by the North American Electric Reliability Corporation and enforced by FERC regarding protection of critical infrastructure assets required for operating North America's bulk electric system.

While AEP believes it is in compliance with such standards and regulations, AEP has been, and may in the future be, found to be in violation of such standards and regulations.

To date, such violations have not resulted in material financial penalties; however, management can give no assurance that compliance efforts will not result in material penalties in the future.

In addition, compliance with or changes in the applicable standards and regulations may subject AEP to higher operating costs and/or increased capital expenditures as well as substantial fines for non-compliance.

The failure of AEP or third-party vendor information technology systems, or the failure to enhance existing information technology systems and implement new technology, could adversely affect AEP.

AEP’s operations are dependent upon the proper functioning of its internal systems, including the information technology systems that support our underlying business processes.

Any significant failure or malfunction of such information technology systems may result in disruptions of our operations.

In the ordinary course of business, we rely on information technology systems, including the internet and third-party hosted services, to support a variety of business processes and activities and to store sensitive data, including (i) intellectual property, (ii) proprietary business information, (iii) personally identifiable information of our customers, employees, retirees and shareholders and (iv) data with respect to invoicing and the collection of payments, accounting, procurement, and supply chain activities.

Our information technology systems are dependent upon global communications and cloud service providers, as well as their respective vendors, many of whom have at some point experienced significant system failures and outages in the past and may experience such failures and outages in the future.

These providers’ systems are susceptible to cybersecurity and data breaches, outages from fire, floods, power loss, telecommunications failures, break-ins and similar events.

Failure to prevent or mitigate data loss from system failures or outages could materially affect AEP’s results of operations, financial position and cash flows.

In addition, AEP has exposure to international banks, including those in Europe, Canada, and Asia.

Disruptions in these markets could reduce or restrict the AEP’s ability to secure sufficient liquidity or secure liquidity at reasonable terms.

As of December 31, 2023, approximately 10%, 17%, and 16% of the Registrants’ available credit facilities were with European, Canadian, and Asian banks, respectively.

If AEP is not able to access debt or equity at competitive rates or at all, the ability to finance its operations and implement its strategy and business plan as scheduled could be adversely affected.

An inability to access debt and equity may limit AEP’s ability to pursue improvements or acquisitions that it may otherwise rely on for future growth.

In April 2023, AEP initiated a sales process for its ownership in AEP Energy and AEP Onsite Partners.

AEP Onsite Partners also owns a 50% interest in NM Renewable Development, LLC, (NMRD).

Separate from the remainder of AEP Onsite Partners, AEP and the joint owner have signed an agreement in December 2023 to sell NMRD to a non-affiliated third-party.

If AEP is unable to recover the net book value or carrying value of these assets as part of the sale process, it could reduce future net income and impact financial condition.

The challenges include

Climate change may impact the economy, which could impact our sales and revenues.

The cost of additional regulatory requirements, such as regulation of carbon dioxide emissions, could impact the availability of goods and prices charged by AEP’s suppliers which would normally be borne by consumers through higher prices for energy and purchased goods.

To the extent financial markets view climate change and carbon dioxide emissions as a financial risk, this could negatively affect AEP’s ability to access capital markets or cause AEP to receive less than ideal terms and conditions in capital markets.

actual equity portion of its respective capital structures and the approved targeted capital structures, are subject to challenge by interested parties at the FERC, or by the FERC on its own initiative.

6.

The outcome of the U.S. Attorney’s Office investigation and its impact on HB 6 is not known.

correctly record, process and report financial information.

In October 2021, AEP entered into an agreement to sell KPCo and KTCo for approximately a $2.85 billion enterprise value.

In September 2022, the agreement was amended to reduce the purchase price to approximately $2.646 billion, among other terms.

The sale remains subject to regulatory approval and if it is not approved on terms acceptable to AEP or if the sale does not occur for any reason, it could reduce future net income and cash flow and impact financial condition.

In February 2023, AEP signed an agreement to sell the AEP Renewables’ competitive contracted renewables portfolio to a nonaffiliated party for $1.5 billion including the assumption of project debt.

The sale is subject to regulatory approval.

AEP has initiated a strategic evaluation for its ownership in AEP Energy, a wholly-owned retail energy supplier that supplies electricity and/or natural gas to residential, commercial and industrial customers.

AEP has not made a decision regarding the potential alternatives and expects to complete the evaluation in the first half of 2023.

Certain of these alternatives could result in a loss which could reduce future net income and cash flow and impact financial condition.

Extreme weather conditions in general require more system

AEP Texas and other AEP entities are named in approximately 100 lawsuits generally alleging the failure to exercise reasonable care in maintaining and updating their generation, transmission and distribution facilities in order to prevent cold weather failures and other related negligence.

The information required by this item is incorporated herein by reference to the material under Management’s Discussion and Analysis of Financial Condition and Results of Operations in the [removed: 2022] [added: 2023] Annual Report.

Year-to-year comparisons between [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] have been omitted from this Form 10-K but may be found in "Management's Discussion and Analysis of Financial Condition" in Part II, Item 7 of our Form 10-K for the fiscal year ended December 31, [removed: 2021,] [added: 2022,] which specific discussion is incorporated herein by reference.

Management’s narrative analysis of the results of operations and other information required by Instruction I(2)(a) is incorporated herein by reference to the material under Management’s Discussion and Analysis of Financial Condition and Results of Operations in the [removed: 2022] [added: 2023] Annual Report.

The information required by this item is incorporated herein by reference to the material under the “Quantitative and Qualitative Disclosures About Market Risk” section of Management’s Discussion and Analysis of Financial Condition and Results of Operations in the [removed: 2022] [added: 2023] Annual Report.

The member companies of [removed: the] AEP [removed: System] have contractual, financial and other business relationships with the other member companies, such as participation in [removed: the] AEP [removed: System] savings and retirement plans and tax returns, sales of electricity and transportation and handling of fuel.

The [added: member] companies of [removed: the] AEP [removed: System] also obtain certain accounting, administrative, information systems, engineering, financial, legal, maintenance and other services at cost from a common provider, AEPSC.

As of December 31, [removed: 2022,] [added: 2023,] the subsidiaries of AEP had a total of [removed: 16,974] [added: 17,250] employees.

[removed: AEP Texas][added: | AEP Texas | | | | | | 1,646 | | |]

[removed: Organized in Delaware in 2006, AEPTCo] [added: (c)AEPTCo] is a holding company for the State Transcos.

[removed: APCo][added: | APCo | | | | | | 1,679 | | |]

See [removed: “Disposition of KPCo] [added: “2023 Kentucky Base Rate] and [removed: KTCo”] [added: Securitization Case”] section of Note [removed: 7] [added: 4] for additional information.

[removed: KGPCo] [added: (a)KGPCo] does not own any generating facilities and [removed: is a member of PJM.][added: purchases electric power from APCo for distribution to its customers.]

[removed: OPCo][added: | OPCo | | | | | | 1,752 | | |]

[removed: OPCo] [added: (b)OPCo] purchases energy and capacity at auction to serve generation service customers who have not switched to a competitive generation supplier.

[removed: PSO][added: | PSO | | | | | | 1,062 | | |]

[removed: SWEPCo][added: | | | | | | | SWEPCo | | | | | | 9.25 | | % | (d) | | |]

As of December 31, [removed: 2022,] [added: 2023,] AEPSC had [removed: 6,572] [added: 6,736] employees.

| Virginia | | | | | | APCo | | | | | | [removed: 9.20] [added: 9.50] | | % | | | |

| Kentucky | | | | | | KPCo | | | | | | [removed: 9.30] [added: 9.75] | | % | [added: (c)] | | |

| Oklahoma | | | | | | PSO | | | | | | [removed: 9.40] [added: 9.30] | | % | | | |

[removed: (c)In] [added: (d)In] February 2022, [added: as part of the 2020 Texas Base Rate Case,] SWEPCo filed a motion for rehearing with the PUCT [removed: challenging] [added: alleging] several errors in the final order, which included a challenge of the approved ROE.

[removed: ][added: ]

[removed: Companies within the] AEP [removed: System] [added: subsidiaries] generally use short-term debt to finance working capital needs.

In recent history, short-term funding needs have been provided for by cash [removed: on hand, term loan issuances and] [added: from operations,] AEP’s commercial paper [removed: program.][added: program and term loan issuances.]

See “Financial Condition” section of Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the [removed: 2022] [added: 2023] Annual Report for additional information.

AEP’s revolving credit [removed: agreement] [added: agreements] (which [removed: backstops] [added: backstop] the commercial paper program) [removed: includes] [added: include] covenants and events of default typical for [removed: this type] [added: these types] of [removed: facility,] [added: facilities,] including a maximum debt/capital test.

In addition, the acceleration of AEP’s payment obligations, or the obligations of certain of its major subsidiaries, prior to maturity under any other agreement or instrument relating to debt outstanding in excess of $50 million, would cause an event of default under the credit [removed: agreement.][added: agreements.]

As of December 31, [removed: 2022,] [added: 2023,] AEP was in compliance with its debt covenants.

With the exception of a voluntary bankruptcy or insolvency, any event of default has either or both a cure period or notice requirement before termination of the [added: applicable] agreement.

AEP’s subsidiaries have also utilized, and expect to continue to utilize, additional financing arrangements, such as securitization financings and leasing [removed: arrangements, including the leasing of coal transportation equipment and facilities.][added: arrangements.]

AEP subsidiaries are currently subject to regulation by federal, state and local authorities with regard to air and water-quality [removed: control] [added: control, solid] and [added: hazardous waste disposal and] other environmental matters, and are subject to zoning and other regulation by local authorities.

See [removed: “Environmental Issues - Clean Water Act Regulations”] [added: “Financial Condition”] section of Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the [removed: 2022] [added: 2023] Annual Report for additional information.

[removed: A rule by the] [added: The] Federal [removed: EPA] [added: EPA’s CCR rule] regulates the disposal and beneficial re-use of [removed: coal combustion residuals,] [added: CCR,] including fly ash and bottom ash [added: created from coal-fired generating units and FGD gypsum] generated at [added: some] coal-fired [removed: electric generating units.][added: plants.]

[removed: See] [added: For additional information on the laws and regulations discussed below, see] “Environmental [removed: Issues - Coal Combustion Residual (CCR) Rule”] [added: Issues”] section of Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the [removed: 2022] [added: 2023] Annual [removed: Report for additional information.][added: Report.]

Clean Air Act [removed: Requirements][added: Requirements (CAA)]

The CAA establishes a comprehensive program to protect and improve the nation’s air quality and control [removed: mobile and stationary] sources of air emissions.

See [removed: “Environmental Issues - Clean Air Act Requirements”] [added: the “Quantitative and Qualitative Disclosures About Market Risk”] section of Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the [removed: 2022] [added: 2023] Annual Report for additional information.

[removed: In] [added: Based on the output of the company’s IRPs, in] October 2022, AEP announced new intermediate and long-term CO2 emission reduction [removed: goals, based on the output of AEP’s integrated resource plans.][added: goals.]

[removed: Management] [added: Based on the results of the IRPs, management] expects emissions to continue to decline over time as AEP diversifies generating sources and operates fewer coal units.

In [removed: 2022,] [added: 2023, owned and PPA] coal [added: capacity] represented [removed: 41%] [added: 42%] of AEP’s generating capacity compared with 70% in 2005.

The graph below summarizes AEP’s [removed: generation] [added: generating] capacity by resource type for the years 1999, 2005 and [removed: 2022:][added: 2023:]

[removed: The] [added: In addition, certain] states AEP [removed: serves, other than Kentucky, Oklahoma, West Virginia and Tennessee,] [added: subsidiaries serve] have established mandatory or voluntary programs to increase the use of energy efficiency, alternative energy or renewable energy sources.

As of December 31, [removed: 2022,] [added: 2023,] AEP’s regulated utilities had long-term contracts for 2,750 MWs of wind, 80 MWs of hydro and 65 MWs of solar power.

Additionally, [added: as of December 31, 2023,] AEP’s regulated utilities own and operate [removed: 1,484] [added: 1,639] MWs of wind, [removed: 805] [added: 816] MWs of hydro and [removed: 36] [added: 41] MWs of solar [removed: power delivering renewable energy to the companies’ customers.][added: power.]

Information related to AEP subsidiary operating companies as of December 31, 2023 is shown in the table below:

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | AEP Texas | | | | | | AEPTCo | | | | | | APCo | | | | | | I&M | | | | | | KGPCo (a) | | | | | | KPCo | | | | | | OPCo (b) | | | | | | PSO | | | | | | SWEPCo | | | | | | WPCo | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| State of Incorporation | | | | | | Delaware, 1925 | | | | | | Delaware, 2006 | | | | | | Virginia, 1926 | | | | | | Indiana, 1907 | | | | | | Virginia, 1917 | | | | | | Kentucky, 1919 | | | | | | Ohio, 1907 | | | | | | Oklahoma, 1913 | | | | | | Delaware, 1912 | | | | | | West Virginia, 1883 | | |

| AEP Reportable Segment | | | | | | Transmission and Distribution Utilities | | | | | | AEP Transmission Holdco | | | | | | Vertically Integrated Utilities | | | | | | Vertically Integrated Utilities | | | | | | Vertically Integrated Utilities | | | | | | Vertically Integrated Utilities | | | | | | Transmission and Distribution Utilities | | | | | | Vertically Integrated Utilities | | | | | | Vertically Integrated Utilities | | | | | | Vertically Integrated Utilities | | |

| RTO Affiliation | | | | | | ERCOT | | | | | | (c) | | | | | | PJM | | | | | | PJM | | | | | | PJM | | | | | | PJM | | | | | | PJM | | | | | | SPP | | | | | | SPP | | | | | | PJM | | |

| Approximate Number of Retail Customers | | | | | | 1,111,000 | | | | | | (c) | | | | | | 967,000 | | | | | | 613,000 | | | | | | 49,000 | | | | | | 163,000 | | | | | | 1,527,000 | | | | | | 578,000 | | | | | | 548,000 | | | | | | 41,000 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Number of Employees | | | | | | 1,646 | | | | | | (c) | | | | | | 1,679 | | | | | | 2,110 | | | | | | 56 | | | | | | 284 | | | | | | 1,752 | | | | | | 1,062 | | | | | | 1,344 | | | | | | 230 | | |

| Overhead Circuit Miles of Transmission and Distribution Lines | | | | | | 46,673 | | | | | | 4,188 | | | | | | 51,558 | | | | | | 20,584 | | | | | | 1,405 | | | | | | 11,210 | | | | | | 44,519 | | | | | | 18,156 | | | | | | 26,233 | | | | | | 1,722 | | |

Five State Transcos are members of PJM and two State Transcos are members of SPP.

Principal Industries Served

The following table illustrates the principal industries and wholesale electric markets served by AEP’s public utility subsidiaries.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | AEP Texas | | | | | | APCo | | | | | | I&M | | | | | | KGPCo | | | | | | KPCo | | | | | | OPCo | | | | | | PSO | | | | | | SWEPCo | | | | | | WPCo | | |

| Principal Industries Served: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Petroleum and Coal Products Manufacturing | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | X | | | | | | X | | | | | | X | | | | | | X | | | | | | | | |

| Chemical Manufacturing | | | | | | X | | | | | | X | | | | | | X | | | | | | X | | | | | | X | | | | | | X | | | | | | | | | | | | X | | | | | | X | | |

| Oil and Gas Extraction | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | X | | | | | | | | | | | | X | | | | | | X | | | | | | | | |

| Pipeline Transportation | | | | | | X | | | | | | X | | | | | | | | | | | | | | | | | | X | | | | | | X | | | | | | X | | | | | | | | | | | | X | | |

| Primary Metal Manufacturing | | | | | | X | | | | | | X | | | | | | X | | | | | | | | | | | | | | | | | | X | | | | | | | | | | | | X | | | | | | X | | |

| Data Processing (a) | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | | | | | | | | | | | | | | | | | | | |

| Coal-Mining | | | | | | | | | | | | X | | | | | | | | | | | | | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| Paper Manufacturing | | | | | | | | | | | | X | | | | | | | | | | | | X | | | | | | | | | | | | | | | | | | X | | | | | | X | | | | | | | | |

| Transportation Equipment | | | | | | | | | | | | | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| Plastics and Rubber Products | | | | | | | | | | | | | | | | | | X | | | | | | X | | | | | | | | | | | | X | | | | | | X | | | | | | | | | | | | | | |

| Fabricated Metals Product Manufacturing | | | | | | | | | | | | | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Food Manufacturing | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Supply and Market Electric Power at Wholesale to: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Other Electric Utility Companies | | | | | | | | | | | | X | | | | | | X | | | | | | | | | | | | X | | | | | | | | | | | | X | | | | | | X | | | | | | X | | |

| Rural Electric Cooperatives | | | | | | | | | | | | X | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | | | | | | | |

| Municipalities | | | | | | | | | | | | X | | | | | | X | | | | | | | | | | | | X | | | | | | | | | | | | X | | | | | | X | | | | | | | | |

| Other Market Participants | | | | | | | | | | | | X | | | | | | X | | | | | | | | | | | | X | | | | | | | | | | | | X | | | | | | X | | | | | | X | | |

(a)Primarily includes data centers and cryptocurrency operations.

(c)The KPSC issued an order approving a 9.75% ROE, effective January 2024.

See “2020 Texas Base Rate Case” section of Note 4 for additional information.

The material subsidiaries of AEP are as follows:

Organized in Delaware in 1925, AEP Texas is engaged in the transmission and distribution of electric power to approximately 1,094,000 retail customers through REPs in west, central and southern Texas.

As of December 31, 2022, AEP Texas had 1,594 employees.

Among the principal industries served by AEP Texas are petroleum and coal products manufacturing, chemical manufacturing, oil and gas extraction, pipeline transportation and support activities for mining.

The territory served by AEP Texas also includes several military installations.

AEP Texas is a member of ERCOT.

AEP Texas is part of AEP’s Transmission and Distribution Utilities segment.

AEPTCo

The State Transcos develop and own new transmission assets that are physically connected to the AEP System.

AEPTCo is part of the AEP Transmission Holdco segment.

Organized in Virginia in 1926, APCo is engaged in the generation, transmission and distribution of electric power to approximately 965,000 retail customers in the southwestern portion of Virginia and southern West Virginia, and in supplying and marketing electric power at wholesale to other electric utility companies, municipalities and other market participants.

APCo owns 6,681 MWs of generating capacity.

APCo uses its generation to serve its retail and other customers.

As of December 31, 2022, APCo had 1,650 employees.

Among the principal industries served by APCo are coal-mining, primary metals, pipeline transportation, chemical manufacturing and paper manufacturing.

APCo is a member of PJM.

APCo is part of AEP’s Vertically Integrated Utilities segment.

I&M

Organized in Indiana in 1907, I&M is engaged in the generation, transmission and distribution of electric power to approximately 609,000 retail customers in northern and eastern Indiana and southwestern Michigan, and in supplying and marketing electric power at wholesale to other electric utility companies, rural electric cooperatives, municipalities and other market participants.

I&M owns or leases 3,662 MWs of generating capacity, which it uses to serve its retail and other customers.

In December 2022, the Rockport Plant, Unit 2 lease ended and I&M and AEGCo acquired 100% of the interests in the Rockport Plant.

AEGCo’s 50% ownership share of Rockport Plant, Unit 2 is being billed to I&M under a FERC-approved UPA.

I&M’s purchased power from AEGCo and I&M’s 50% ownership share of Rockport Plant, Unit 2 electricity generated represents a merchant resource for I&M until Rockport Plant, Unit 2 is retired in 2028.

As of December 31, 2022, I&M had 2,016 employees.

Among the principal industries served are primary metals, transportation equipment, chemical manufacturing, plastics and rubber products and fabricated metal product manufacturing.

I&M is a member of PJM.

I&M is part of AEP’s Vertically Integrated Utilities segment.

KPCo

Organized in Kentucky in 1919, KPCo is engaged in the generation, transmission and distribution of electric power to approximately 163,000 retail customers in eastern Kentucky, and in supplying and marketing electric power at wholesale to other electric utility companies, municipalities and other market participants.

KPCo owns 1,075 MWs of generating capacity.

KPCo uses its generation to serve its retail and other customers.

As of December 31, 2022, KPCo had 285 employees.

Among the principal industries served are petroleum and coal products manufacturing, chemical manufacturing, coal-mining, oil and gas extraction and pipeline transportation.

KPCo is a member of PJM.

KPCo is part of AEP’s Vertically Integrated Utilities segment.

In October 2021, AEP entered into a Stock Purchase Agreement to sell KPCo to Liberty Utilities Co. The closing of the sale is subject to receipt of FERC authorization under Section 203 of the Federal Power Act and clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976.

KGPCo

Organized in Virginia in 1917, KGPCo provides electric service to approximately 49,000 retail customers in Kingsport and eight neighboring communities in northeastern Tennessee.

It purchases electric power from APCo for distribution to its customers.

As of December 31, 2022, KGPCo had 53 employees.

For a discussion of material legal proceedings, see Note 6 - Commitments, Guarantees and Contingencies included in the [removed: 2022] [added: 2023] Annual Report for additional information.

For the fiscal year ended December 31, [removed: 2022][added: 2023]

| Indicate by check mark if the registrant American Electric Power Company, Inc., AEP Texas Inc., AEP Transmission Company, LLC, Appalachian Power Company, Ohio Power [added: Company, Public Service] Company [added: of Oklahoma] and Southwestern Electric Power Company, are well-known seasoned issuers, as defined in Rule 405 of the Securities Act. | | | Yes | | | x | | | No | | | ¨ | | |

| Indicate by check mark if the [removed: registrants] [added: registrant] Indiana Michigan Power Company [removed: and Public Service Company of Oklahoma, are] [added: is a] well-known seasoned [removed: issuers,] [added: issuer,] as defined in Rule 405 of the Securities Act. | | | Yes | | | ¨ | | | No | | | x | | |

| | | | | | | Aggregate Market Value of Voting and Non-Voting Common Equity Held by Nonaffiliates of the Registrants as of June 30, [removed: 2022] [added: 2023] the Last Trading Date of the Registrants' Most Recently Completed Second Fiscal Quarter | | | | | | Number of Shares of Common Stock Outstanding of the Registrants as of December 31, [removed: 2022] [added: 2023] | | |

| Portions of Proxy Statement of American Electric Power Company, Inc. for [removed: 2023] [added: 2024] Annual Meeting of Shareholders. | | | | | | Part III | | |

| | | | Glossary of Terms | | | [removed: [i](#i8af612e789af49f28932152c327dbde7_10)] [added: [i](#i9128745c47bb40e6a241747d2683c713_10)] | | |

| | | | Forward-Looking Information | | | [removed: [vii](#i8af612e789af49f28932152c327dbde7_13)] [added: [vi](#i9128745c47bb40e6a241747d2683c713_13)] | | |

| | | | Business Segments | | | [removed: [15](#i8af612e789af49f28932152c327dbde7_40)] [added: [9](#i9128745c47bb40e6a241747d2683c713_43)] | | |

| | | | Vertically Integrated Utilities | | | [removed: [15](#i8af612e789af49f28932152c327dbde7_43)] [added: [9](#i9128745c47bb40e6a241747d2683c713_46)] | | |

| | | | Transmission and Distribution Utilities | | | [removed: [22](#i8af612e789af49f28932152c327dbde7_46)] [added: [15](#i9128745c47bb40e6a241747d2683c713_49)] | | |

| | | | AEP Transmission Holdco | | | [removed: [24](#i8af612e789af49f28932152c327dbde7_49)] [added: [16](#i9128745c47bb40e6a241747d2683c713_52)] | | |

| | | | Generation & Marketing | | | [removed: [27](#i8af612e789af49f28932152c327dbde7_52)] [added: [18](#i9128745c47bb40e6a241747d2683c713_55)] | | |

| | | | Executive Officers of AEP | | | [removed: [30](#i8af612e789af49f28932152c327dbde7_55)] [added: [20](#i9128745c47bb40e6a241747d2683c713_58)] | | |

| 1A | | | Risk Factors | | | [removed: [32](#i8af612e789af49f28932152c327dbde7_58)] [added: [21](#i9128745c47bb40e6a241747d2683c713_61)] | | |

| 1B | | | Unresolved Staff Comments | | | [removed: [45](#i8af612e789af49f28932152c327dbde7_61)] [added: [34](#i9128745c47bb40e6a241747d2683c713_64)] | | |

| | | | Generation Facilities | | | [removed: [45](#i8af612e789af49f28932152c327dbde7_67)] [added: [36](#i9128745c47bb40e6a241747d2683c713_70)] | | |

| | | | [Transmission and Distribution [removed: Facilities](#i8af612e789af49f28932152c327dbde7_160)] [added: Facilities](#i9128745c47bb40e6a241747d2683c713_163)] | | | [removed: [51](#i8af612e789af49f28932152c327dbde7_70)] [added: [38](#i9128745c47bb40e6a241747d2683c713_73)] | | |

| | | | Title to Property | | | [removed: [51](#i8af612e789af49f28932152c327dbde7_73)] [added: [38](#i9128745c47bb40e6a241747d2683c713_76)] | | |

| | | | [System Transmission Lines and Facility [removed: Siting](#i8af612e789af49f28932152c327dbde7_166)] [added: Siting](#i9128745c47bb40e6a241747d2683c713_169)] | | | [removed: [52](#i8af612e789af49f28932152c327dbde7_76)] [added: [38](#i9128745c47bb40e6a241747d2683c713_79)] | | |

| | | | Construction Program | | | [removed: [52](#i8af612e789af49f28932152c327dbde7_79)] [added: [38](#i9128745c47bb40e6a241747d2683c713_82)] | | |

| | | | Potential Uninsured Losses | | | [removed: [52](#i8af612e789af49f28932152c327dbde7_82)] [added: [39](#i9128745c47bb40e6a241747d2683c713_85)] | | |

| 3 | | | Legal Proceedings | | | [removed: [52](#i8af612e789af49f28932152c327dbde7_85)] [added: [39](#i9128745c47bb40e6a241747d2683c713_88)] | | |

| 4 | | | Mine Safety Disclosure | | | [removed: [52](#i8af612e789af49f28932152c327dbde7_88)] [added: [39](#i9128745c47bb40e6a241747d2683c713_91)] | | |

| 5 | | | Market for Registrants’ Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | | | [removed: [54](#i8af612e789af49f28932152c327dbde7_94)] [added: [40](#i9128745c47bb40e6a241747d2683c713_97)] | | |

| 7 | | | Management’s Discussion and Analysis of Financial Condition and Results of Operations | | | [removed: [55](#i8af612e789af49f28932152c327dbde7_100)] [added: [41](#i9128745c47bb40e6a241747d2683c713_103)] | | |

| 7A | | | Quantitative and Qualitative Disclosures about Market Risk | | | [removed: [55](#i8af612e789af49f28932152c327dbde7_103)] [added: [41](#i9128745c47bb40e6a241747d2683c713_106)] | | |

| 8 | | | Financial Statements and Supplementary Data | | | [removed: [55](#i8af612e789af49f28932152c327dbde7_106)] [added: [41](#i9128745c47bb40e6a241747d2683c713_109)] | | |

| 9 | | | [removed: Changes in] [added: Changes in] and Disagreements with Accountants on Accounting and Financial Disclosure | | | [removed: [428](#i8af612e789af49f28932152c327dbde7_547)] [added: [316](#i9128745c47bb40e6a241747d2683c713_553)] | | |

| 9C | | | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections | | | [removed: [428](#i8af612e789af49f28932152c327dbde7_556)] [added: [316](#i9128745c47bb40e6a241747d2683c713_562)] | | |

| 10 | | | Directors, Executive Officers and Corporate Governance | | | [removed: [429](#i8af612e789af49f28932152c327dbde7_562)] [added: [317](#i9128745c47bb40e6a241747d2683c713_568)] | | |

| 12 | | | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | | | [removed: [430](#i8af612e789af49f28932152c327dbde7_568)] [added: [318](#i9128745c47bb40e6a241747d2683c713_574)] | | |

| 13 | | | [Certain Relationships and Related Transactions and Director [removed: Independence](#i8af612e789af49f28932152c327dbde7_211)] [added: Independence](#i9128745c47bb40e6a241747d2683c713_214)] | | | [removed: [430](#i8af612e789af49f28932152c327dbde7_571)] [added: [318](#i9128745c47bb40e6a241747d2683c713_577)] | | |

| 14 | | | Principal Accounting Fees and Services | | | [removed: [431](#i8af612e789af49f28932152c327dbde7_574)] [added: [318](#i9128745c47bb40e6a241747d2683c713_580)] | | |

| | | | Index of Financial Statement Schedules | | | [removed: S-[1](#i8af612e789af49f28932152c327dbde7_589)] [added: S-[1](#i9128745c47bb40e6a241747d2683c713_595)] | | |

| DCC Fuel | | | | | | DCC Fuel [removed: XI, DCC Fuel XII, DCC Fuel] XIII, DCC Fuel XIV, DCC Fuel XV, DCC Fuel XVI, DCC Fuel [removed: XVII and] [added: XVII,] DCC Fuel XVIII [added: and DCC Fuel XIX] consolidated VIEs formed for the purpose of acquiring, owning and leasing nuclear fuel to I&M. | | |

| I&M | | | | | | Indiana Michigan Power Company, an AEP electric utility subsidiary. [added: I&M engages in the generation, transmission and distribution of electric power to retail customers in northern and eastern Indiana and southwestern Michigan.] | | |

| KGPCo | | | | | | Kingsport Power Company, an AEP electric utility subsidiary. [added: KGPCo provides electric service to retail customers in Kingsport, Tennessee and eight neighboring communities in northeastern Tennessee.] | | |

| KPCo | | | | | | Kentucky Power Company, an AEP electric utility subsidiary. [added: KPCo engages in the generation, transmission and distribution of electric power to retail customers in eastern Kentucky.] | | |

| OPCo | | | | | | Ohio Power Company, an AEP electric utility subsidiary. [added: OPCo engages in the transmission and distribution of electric power to retail customers in Ohio.] | | |

| PSO | | | | | | Public Service Company of Oklahoma, an AEP electric utility subsidiary. [added: PSO engages in the generation, transmission and distribution of electric power to retail customers in eastern and southwestern Oklahoma.] | | |

| | | | | | | x | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | |

| American Electric Power Company, Inc. | | | | | | $44,304,742,057 | | | | | | 526,184,585 | | |

| | | | General | | | [1](#i9128745c47bb40e6a241747d2683c713_22) | | |

| 1C | | | Cybersecurity | | | [34](#i9128745c47bb40e6a241747d2683c713_64) | | |

| 2 | | | Properties | | | [36](#i9128745c47bb40e6a241747d2683c713_67) | | |

| 6 | | | Reserved | | | [41](#i9128745c47bb40e6a241747d2683c713_100) | | |

| 9A | | | Controls and Procedures | | | [316](#i9128745c47bb40e6a241747d2683c713_556) | | |

| 9B | | | Other Information | | | [316](#i9128745c47bb40e6a241747d2683c713_559) | | |

| 11 | | | Executive Compensation | | | [317](#i9128745c47bb40e6a241747d2683c713_571) | | |

| | | | Financial Statements | | | [320](#i9128745c47bb40e6a241747d2683c713_586) | | |

| 16 | | | Form 10-K Summary | | | [321](#i9128745c47bb40e6a241747d2683c713_589) | | |

| | | | Signatures | | | [322](#i9128745c47bb40e6a241747d2683c713_592) | | |

| | | | Exhibit Index | | | E-[1](#i9128745c47bb40e6a241747d2683c713_655) | | |

| AEP Texas | | | | | | AEP Texas Inc., an AEP electric utility subsidiary. AEP Texas engages in the transmission and distribution of electric power to retail customers in west, central and southern Texas. | | |

| APCo | | | | | | Appalachian Power Company, an AEP electric utility subsidiary. APCo engages in the generation, transmission and distribution of electric power to retail customers in the southwestern portion of Virginia and southern West Virginia. | | |

| BHE | | | | | | Berkshire Hathaway Energy. | | |

| IRP | | | | | | Integrated Resource Plan. | | |

| NMRD | | | | | | New Mexico Renewable Development, LLC. | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

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| SWEPCo | | | | | | Southwestern Electric Power Company, an AEP electric utility subsidiary. SWEPCo engages in the generation, transmission and distribution of electric power to retail customers in northeastern and panhandle of Texas, northwestern Louisiana and western Arkansas. | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| • | | | Limitations or restrictions on the amounts and types of insurance available to cover losses that might arise in connection with natural disasters or operations. | | |

| • | | | Resolution of litigation or regulatory proceedings or investigations. | | |

| American Electric Power Company Inc. | | | | | | 6.125% Corporate Units | | | | | | AEPPZ | | | | | | The NASDAQ Stock Market LLC | | |

| | | | | | | ☒ | | | | | | | | | | | |

| American Electric Power Company, Inc. | | | | | | $49,300,311,811 | | | | | | 513,866,081 | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | General | | | [1](#i8af612e789af49f28932152c327dbde7_22) | | |

| 2 | | | Properties | | | [45](#i8af612e789af49f28932152c327dbde7_64) | | |

| 6 | | | Reserved | | | [55](#i8af612e789af49f28932152c327dbde7_97) | | |

| 9A | | | Controls and Procedures | | | [428](#i8af612e789af49f28932152c327dbde7_550) | | |

| 9B | | | Other Information | | | [428](#i8af612e789af49f28932152c327dbde7_553) | | |

| 11 | | | Executive Compensation | | | [429](#i8af612e789af49f28932152c327dbde7_565) | | |

| | | | Financial Statements | | | [432](#i8af612e789af49f28932152c327dbde7_580) | | |

| 16 | | | Form 10-K Summary | | | [433](#i8af612e789af49f28932152c327dbde7_583) | | |

| | | | Signatures | | | [434](#i8af612e789af49f28932152c327dbde7_586) | | |

| | | | Exhibit Index | | | E-[1](#i8af612e789af49f28932152c327dbde7_640) | | |

| Term | | | | | | Meaning | | |

| AEP Texas | | | | | | AEP Texas Inc., an AEP electric utility subsidiary. | | |

| AEPRO | | | | | | AEP River Operations, LLC, a commercial barge operation sold in November 2015. | | |

| APCo | | | | | | Appalachian Power Company, an AEP electric utility subsidiary. | | |

| ARAM | | | | | | Average Rate Assumption Method, an IRS approved method used to calculate the reversal of Excess ADIT for rate-making purposes. | | |

| CARES Act | | | | | | Coronavirus Aid, Relief, and Economic Security Act signed into law in March 2020. | | |

| CO2e | | | | | | Carbon dioxide equivalent. | | |

| Conesville Plant | | | | | | A retired, single unit coal-fired generation plant totaling 651 MW located in Conesville, Ohio. The plant was jointly-owned by AGR and a nonaffiliate. | | |

| CWA | | | | | | Clean Water Act. | | |

| Desert Sky | | | | | | Desert Sky Wind Farm LLC, a 170 MW wind electricity generation facility located on Indian Mesa in Pecos County, Texas in which AEP owns a 100% interest. | | |

| NPDES | | | | | | National Pollutant Discharge Elimination System. | | |

| NSR | | | | | | New Source Review. | | |

| ODFA | | | | | | Oklahoma Development Finance Authority. | | |

| Oklaunion Power Station | | | | | | A retired, single unit coal-fired generation plant totaling 650 MW located in Vernon, Texas. The plant was jointly-owned by AEP Texas, PSO and certain nonaffiliated entities. | | |

| PATH-WV | | | | | | PATH West Virginia Transmission Company, LLC, a joint venture-owned 50% by FirstEnergy and 50% by AEP. | | |

| PFD | | | | | | Proposal for Decision. | | |

| Racine | | | | | | A generation plant consisting of two hydroelectric generating units totaling 48 MWs located in Racine, Ohio and formerly owned by AGR. Racine was sold to a nonaffiliate in December 2021. | | |

| SIA | | | | | | System Integration Agreement, effective June 15, 2000, as amended, provides contractual basis for coordinated planning, operation and maintenance of the power supply sources of the combined AEP. | | |

| SWEPCo | | | | | | Southwestern Electric Power Company, an AEP electric utility subsidiary. | | |

| Trent | | | | | | Trent Wind Farm LLC, a 156 MW wind electricity generation facility located in west Texas in which AEP owns a 100% interest. | | |

| • | | | Resolution of litigation. | | |

viii

The electric utility industry is an identified critical infrastructure function with mandatory cybersecurity requirements under the authority of FERC.

The NERC, which FERC certified as the nation’s Electric Reliability Organization, developed mandatory critical infrastructure protection cybersecurity reliability standards.

AEP’s service territory covers multiple NERC regions and is audited at least annually by one or more of the regions.

AEP has participated in the NERC grid security and emergency response exercises, GridEx, for the past ten years and continues to participate in the bi-yearly exercises.

These NERC-led efforts test and further develop the coordination, threat sharing and interaction between utilities and various government

agencies relative to potential cyber and physical threats against the nation’s electric grid.

AEP also conducts internal exercises to test and further refine AEP’s cyber response plans.

These internal scenarios are chosen based on real world events and often include coordination with and communication to AEP’s Chief Executive Officer and executive team.

The operations of AEP’s electric utility subsidiaries are subject to extensive and rigorous mandatory cyber and physical security requirements that are developed and enforced by NERC to protect grid security and reliability.

AEP’s enterprise-wide security program includes cyber and physical security and incorporates many of the guidelines set forth in the National Institute of Standards and Technology Cybersecurity Framework.

AEP has a primary and a back-up NERC Critical Infrastructure Protection Senior Manager, who is responsible for ensuring alignment of compliance with the enterprise-wide security program.

Critical cyber assets, such as data centers, power plants, transmission operations centers and business networks are protected using multiple layers of cybersecurity controls and authentication.

Cyber hackers and other malicious actors have caused material disruption by successfully breaching a number of very secure facilities of entities across the spectrum of industries, including federal agencies and financial institutions.

As understanding of these events develop, AEP has adopted a defense in depth approach to cybersecurity and continually assesses its cybersecurity tools and processes to determine where to strengthen its defenses.

These strategies include monitoring, alerting and emergency response, forensic analysis, disaster recovery, threat sharing and criminal activity reporting.

This approach has allowed AEP to deal with cyber and related threats, intrusions and attempted breaches in real-time and to limit their impact to levels that would be expected in the ordinary course of business in the absence of such malicious activity.

AEP is not aware of any occurrence from cybersecurity threats, including as a result of any previous cybersecurity incidents, that has materially affected or is reasonably likely to materially affect AEP’s business strategy, results of operations, cash flows or financial condition.

AEP has undertaken a variety of actions to monitor and address cyber-related risks.

Cybersecurity and the effectiveness of AEP’s cybersecurity processes are reviewed annually with the Board of Directors and at several meetings throughout the year with the Technology Committee of the Board, the principal committee that exercises oversight with respect to these matters.

AEP’s Chief Executive Officer and executive team participate in interactive threat briefings from AEP’s Chief Security Officer and/or Chief Information & Technology Officer on a regular basis.

AEP’s strategy and procedure for managing cyber-related risks is integrated within its enterprise risk management processes.

These procedures are designed to ensure that any material information regarding potentially relevant cyber incidents is elevated in a timely manner both to the appropriate leadership and, where applicable, to our external financial reporting and disclosure team.

AEP’s enterprise-wide security program continually adjusts staff and resources in response to the evolving threat landscape.

The costs for such investments are material and have remained generally consistent over time, a pattern that is expected to continue.

In addition, AEP maintains cyber liability insurance to cover certain damages caused by cyber incidents.

AEP maintains dedicated cybersecurity and physical security teams which are responsible for the design, implementation and execution of AEP’s security risk management strategy, which includes cybersecurity.

AEP’s cybersecurity team operates a 24/7 Cybersecurity Intelligence and Response Center responsible for monitoring the AEP System for cyber risks and threats.

The cybersecurity team constantly scans the AEP System for cyber risks and threats.

In addition, the cybersecurity team actively monitors best practices, performs penetration testing, leads response exercises and internal awareness campaigns and provides training and communication across the organization.

AEP’s security awareness training is mandatory for all employees and includes regular phish email testing to train employees to identify malicious emails that could put AEP at risk.

AEP also continually reviews its business continuity plan to develop an effective recovery strategy that seeks to decrease response times, limit financial impacts and maintain customer confidence during any business interruption.

AEP administers a third-party risk governance program that identifies potential risks introduced through third-party relationships, such as vendors, software and hardware manufacturers or professional service providers.

As warranted, AEP obtains certain contractual security guarantees and assurances with these third-party relationships to help ensure the security and safety of its information.

The cyber security team works closely with a broad range of departments, including legal, regulatory, corporate communications, internal audit services, information technology and operational technology functions critical to the power grid.

The cybersecurity team collaborates with partners from both industry and government, and routinely participates in industry-wide programs that exchange knowledge of threats with utility peers, industry and federal agencies.

AEP is an active member of a number of industry-specific threat and information sharing communities including the Department of Homeland Security’s Joint Cyber Defense Collaborative, the Electricity Information Sharing and Analysis Center and the National Defense Information Sharing and Analysis Center.

AEP participates in classified briefings to maintain an awareness of current cybersecurity threats and vulnerabilities.

AEP continues to work with nonaffiliated entities to do penetration testing and to design and implement appropriate remediation strategies.

There can be no assurance, however, that these efforts will be effective to prevent material interruption of services or other damages to AEP's business or operations in connection with any cyber-related incident.

See “Risk Factors - Risks Related to Market, Economic or Financial Volatility and Other Risks - Physical attacks or hostile cyber intrusions could severely impair operations, lead to the disclosure of confidential information and damage AEP’s reputation”.

| [removed: Rockport, Units 1 and 2 – 50% of each] [added: Rockport] (a) | | | | | | 2 | | | | | | IN | | | | | | Steam - Coal | | | | | | 1,310 | | | | | | 1984 | | |

[removed: See] [added: For risks related to owning a nuclear generating unit, see] the [removed: “Rockport Plant Litigation”] [added: “Nuclear Contingencies”] section of Note 6 [added: - Commitments, Guarantees and Contingencies] included in the [removed: 2022] [added: 2023] Annual Report for additional information.

| Amos | | | | | | 3 | | | | | | WV | | | | | | Steam - Coal | | | | | | [removed: 2,930] [added: 2,950] | | | | | | 1971 | | |

| Total MWs | | | | | | | | | | | | | | | | | | | | | | | | [removed: 6,681] [added: 6,717] | | | | | | | | |

| [removed: Watervliet] [added: Solar (Various Plants)] | | | | | | NA | | | | | | MI | | | | | | Solar | | | | | | 5 | | | | | | 2016 | | |

| Rockport [removed: (Units 1 and 2, 50% of each)] (a) | | | | | | 2 | | | | | | IN | | | | | | Steam - Coal | | | | | | 1,310 | | | | | | 1984 | | |

| Mitchell [removed: (a)(b)] [added: (a)] | | | | | | 2 | | | | | | WV | | | | | | Steam - Coal | | | | | | 780 | | | | | | 1971 | | |

See the [removed: “Disposition] [added: “Planned Sale] of [removed: KPCo] [added: AEP Energy] and [removed: KTCo”] [added: AEP Onsite Partners”] section of [removed: Note 7] [added: Executive Overview] included in the [removed: 2022] [added: 2023] Annual Report for additional information.

| Comanche | | | | | | 3 | | | | | | OK | | | | | | Natural Gas | | | | | | [removed: 248] [added: 237] | | | | | | 1973 | | |

| Weleetka | | | | | | 2 | | | | | | OK | | | | | | Natural Gas | | | | | | [removed: 100] [added: 84] | | | | | | 1975 | | |

| Northeastern, Unit 3 | | | | | | 1 | | | | | | OK | | | | | | Steam - Coal | | | | | | [removed: 465] [added: 472] | | | | | | 1979 | | |

| Total MWs | | | | | | | | | | | | | | | | | | | | | | | | [removed: 4,380] [added: 4,515] | | | | | | | | |

[removed: (a)SWEPCo] [added: (a)PSO] owns a [removed: 54.5%] [added: 45.5%] interest and [removed: PSO] [added: SWEPCo] owns the remaining [removed: 45.5%] [added: 54.5%] interest in Sundance, Maverick and Traverse.

| Flint Creek (a) | | | | | | 1 | | | | | | AR | | | | | | Steam - Coal | | | | | | [removed: 258] [added: 259] | | | | | | 1978 | | |

| Arsenal Hill | | | | | | 1 | | | | | | LA | | | | | | Steam - Natural Gas | | | | | | [removed: 110] [added: 111] | | | | | | 1960 | | |

| Lieberman | | | | | | 3 | | | | | | LA | | | | | | Steam - Natural Gas | | | | | | [removed: 217] [added: 219] | | | | | | 1947 | | |

| Total MWs | | | | | | | | | | | | | | | | | | | | | | | | [removed: 5,585] [added: 5,009] | | | | | | | | |

[removed: (d)SWEPCo] [added: (c)SWEPCo] owns a 54.5% interest and PSO owns the remaining 45.5% interest in Sundance, Maverick and Traverse.

| [removed: 168] [added: 195] MW | | | | | | AEP OnSite Partners [added: (a)] | | | | | | Solar | | | | | | Seventeen states (b) | | | | | | In-service | | |

| [removed: 26] [added: 4] MW | | | | | | AEP OnSite Partners [added: (a)] | | | | | | Solar | | | | | | Two states (c) | | | | | | Under Construction | | |

(c) Ohio and [removed: New Mexico.][added: Wisconsin.]

[removed: The following tables set forth] [added: See Item 1 for additional information relating to] the total overhead circuit miles of transmission and distribution lines [removed: of the AEP System and its] [added: by] operating [removed: companies.][added: company.]

With input from its state utility commissions, [removed: the] AEP [removed: System] [added: subsidiaries] continuously [removed: assesses] [added: assess] the adequacy of [removed: its] [added: their] transmission, distribution, generation and other facilities to plan and provide for the reliable supply of electric power and energy to its customers.

AEP forecasts approximately [removed: $6.8] [added: $7.5] billion of construction expenditures for [removed: 2023.][added: 2024.]

Estimated construction expenditures are subject to periodic review and modification and may vary based on the ongoing effects of regulatory constraints, environmental regulations, business opportunities, market volatility, economic trends, supply chain issues, weather, legal [removed: reviews] [added: reviews, inflation] and the ability to access capital.

See the “Budgeted Capital Expenditures” section of Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the [removed: 2022] [added: 2023] Annual Report for additional information.

Unless allowed to be recovered through rates, future losses or liabilities which are not completely insured could reduce net income and impact the financial conditions of AEP and [removed: other AEP System companies.][added: subsidiaries.]

The tables below summarize the net maximum capacity of AEP's owned generation plants as of December 31, 2023.

AEP subsidiaries serve customer electricity needs from these facilities and from purchased power in the PJM and SPP markets based on demand and other economic conditions.

AEP's regulated subsidiaries have approved recovery mechanisms in retail jurisdictions that recover the cost of prudently incurred fuel, purchased power and other expenses.

(a)AEGCo owns a 50% interest in the Rockport Plant units.

I&M owns the remaining 50%.

Figures presented reflect only the portion owned by AEGCo.

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| Hydro (Various Plants) | | | | | | Various | | | | | | VA | | | | | | Hydro | | | | | | 158 | | | | | | 1906-1964 | | |

| Hydro (Various Plants) | | | | | | Various | | | | | | WV | | | | | | Hydro | | | | | | 53 | | | | | | 1935-1938 | | |

| Solar | | | | | | NA | | | | | | VA | | | | | | Solar | | | | | | 5 | | | | | | 2023 | | |

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| Hydro (Various Plants) | | | | | | Various | | | | | | IN | | | | | | Hydro | | | | | | 7 | | | | | | 1904-1913 | | |

| Hydro (Various Plants) | | | | | | Various | | | | | | MI | | | | | | Hydro | | | | | | 13 | | | | | | 1908-1923 | | |

| Solar (Various Plants) | | | | | | NA | | | | | | IN | | | | | | Solar | | | | | | 31 | | | | | | 2016-2021 | | |

(a)I&M owns a 50% interest in the Rockport Plant units.

AEGCo owns the remaining 50%.

Figures presented reflect only the portion owned by I&M.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

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| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| North Central Wind Energy Facilities (a) | | | | | | NA | | | | | | OK | | | | | | Wind | | | | | | 675 | | | | | | 2021-2022 | | |

| Rock Falls | | | | | | NA | | | | | | OK | | | | | | Wind | | | | | | 155 | | | | | | 2023 | | |

Figures presented reflect only the portion owned by PSO.

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| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

As of December 31, 2022, the AEP System owned (or leased where indicated) generation plants, with locations and net maximum power capabilities (winter rating), are shown in the following tables:

Vertically Integrated Utilities Segment

(a)Rockport Plant, Unit 2 was subject to a finance lease with a nonaffiliated company.

In December 2022, the lease expired at which point I&M and AEGCo acquired 100% of the interests in Unit 2.

| Buck | | | | | | 3 | | | | | | VA | | | | | | Hydro | | | | | | 11 | | | | | | 1912 | | |

| Byllesby | | | | | | 4 | | | | | | VA | | | | | | Hydro | | | | | | 19 | | | | | | 1912 | | |

| Claytor | | | | | | 4 | | | | | | VA | | | | | | Hydro | | | | | | 76 | | | | | | 1939 | | |

| Leesville | | | | | | 2 | | | | | | VA | | | | | | Hydro | | | | | | 50 | | | | | | 1964 | | |

| London | | | | | | 3 | | | | | | WV | | | | | | Hydro | | | | | | 14 | | | | | | 1935 | | |

| Marmet | | | | | | 3 | | | | | | WV | | | | | | Hydro | | | | | | 14 | | | | | | 1935 | | |

| Niagara | | | | | | 2 | | | | | | VA | | | | | | Hydro | | | | | | 1 | | | | | | 1906 | | |

| Winfield | | | | | | 3 | | | | | | WV | | | | | | Hydro | | | | | | 15 | | | | | | 1938 | | |

| Berrien Springs | | | | | | 12 | | | | | | MI | | | | | | Hydro | | | | | | 7 | | | | | | 1908 | | |

| Buchanan | | | | | | 10 | | | | | | MI | | | | | | Hydro | | | | | | 3 | | | | | | 1919 | | |

| Constantine | | | | | | 4 | | | | | | MI | | | | | | Hydro | | | | | | 1 | | | | | | 1921 | | |

| Elkhart | | | | | | 3 | | | | | | IN | | | | | | Hydro | | | | | | 3 | | | | | | 1913 | | |

| Mottville | | | | | | 4 | | | | | | MI | | | | | | Hydro | | | | | | 2 | | | | | | 1923 | | |

| Twin Branch Hydro | | | | | | 8 | | | | | | IN | | | | | | Hydro | | | | | | 4 | | | | | | 1904 | | |

| Deer Creek Solar Farm | | | | | | NA | | | | | | IN | | | | | | Solar | | | | | | 3 | | | | | | 2016 | | |

| Olive Solar Farm | | | | | | NA | | | | | | IN | | | | | | Solar | | | | | | 5 | | | | | | 2016 | | |

| St. Joseph | | | | | | NA | | | | | | IN | | | | | | Solar | | | | | | 20 | | | | | | 2021 | | |

| Twin Branch Solar Farm | | | | | | NA | | | | | | IN | | | | | | Solar | | | | | | 3 | | | | | | 2016 | | |

The following table provides operating information related to the Cook Plant:

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | Cook Plant | | | | | | | | |

| | | | Unit 1 | | | | | | Unit 2 | | |

| Year Placed in Operation | | | 1975 | | | | | | 1978 | | |

| Year of Expiration of NRC License | | | 2034 | | | | | | 2037 | | |

| Nominal Net Electrical Rating in MWs | | | 1,084 | | | | | | 1,212 | | |

| Annual Capacity Utilization | | | | | | | | | | | |

| 2022 | | | 79.4 | | % | | | | 86.6 | | % |

| 2021 | | | 96.0 | | % | | | | 84.2 | | % |

| 2020 | | | 87.2 | | % | | | | 94.2 | | % |

(b)In September 2022, pursuant to resolutions under the existing Mitchell Plant agreement, WPCo replaced KPCo as the operator of Mitchell Plant.

| Maverick (a) | | | | | | NA | | | | | | OK | | | | | | Wind | | | | | | 131 | | | | | | 2021 | | |

| Sundance (a) | | | | | | NA | | | | | | OK | | | | | | Wind | | | | | | 90 | | | | | | 2021 | | |

| Traverse (a) | | | | | | NA | | | | | | OK | | | | | | Wind | | | | | | 454 | | | | | | 2022 | | |

| Pirkey (a)(c) | | | | | | 1 | | | | | | TX | | | | | | Steam - Lignite | | | | | | 580 | | | | | | 1985 | | |

| Maverick (d) | | | | | | NA | | | | | | OK | | | | | | Wind | | | | | | 156 | | | | | | 2021 | | |

[added: Prior to October 1, 2023,] SWEPCo, through its ownership of DHLC, a wholly-owned lignite mining subsidiary of SWEPCo, [removed: is] [added: was] subject to the provisions of the Mine Act.

Effective as of October 1, 2023, the U.S. Department of Labor’s Mine Safety and Health Administration put DHLC in Abandoned Mine Status.

As a result of this designation, DHLC is no longer subject to the Mine Act or Section 1503 of The Dodd-Frank Wall Street Reform and Consumer Protection Act.

The Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act) requires companies that operate mines to include in their periodic reports filed with the SEC, certain mine safety information covered by the Mine Act.

Exhibit 95 “Mine Safety Disclosure Exhibit” contains the notices of violation and proposed assessments received by DHLC under the Mine Act for the quarter ended December 31, 2022.

In addition to the AEP Common Stock Information section below, the remaining information required by this item is incorporated herein by reference to the material under the “Dividend Policy and Restrictions” section of Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the [removed: 2022] [added: 2023] Annual Report.

During the quarter ended December 31, [removed: 2022,] [added: 2023,] neither AEP nor its publicly-traded subsidiaries purchased equity securities that are registered by AEP or its publicly-traded subsidiaries pursuant to Section 12 of the Exchange Act.

For more information see the “Dividend Restrictions” section of Note 14 - Financing Activities included in the [removed: 2022] [added: 2023] Annual Report.

As of December 31, [removed: 2022,] [added: 2023,] AEP had [removed: 51,279] [added: 49,023] registered shareholders.

The performance graph assumes an initial investment of $100 on December 31, [removed: 2017] [added: 2018] and that all dividends were reinvested.

[removed: ][added: ]

Data as of December 31, [removed: 2022.][added: 2023.]

[removed: 2022] [added: 2023] Annual Reports

[removed: ][added: ]

| [American Electric Power Company, Inc. and Subsidiary [removed: Companies:](#i8af612e789af49f28932152c327dbde7_115)] [added: Companies:](#i9128745c47bb40e6a241747d2683c713_118)] | | | | | | | | | | | | | | |

| | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i8af612e789af49f28932152c327dbde7_121)] [added: Operations](#i9128745c47bb40e6a241747d2683c713_124)] | | | | | | | | | [removed: [58](#i8af612e789af49f28932152c327dbde7_121)] [added: [44](#i9128745c47bb40e6a241747d2683c713_124)] | | |

| | | | [Report of Independent Registered Public Accounting [removed: Firm](#i8af612e789af49f28932152c327dbde7_178)] [added: Firm](#i9128745c47bb40e6a241747d2683c713_181)] (PCAOB ID 238) | | | | | | | | | [removed: [127](#i8af612e789af49f28932152c327dbde7_178)] [added: [86](#i9128745c47bb40e6a241747d2683c713_181)] | | |

| | | | Management’s Report on Internal Control Over Financial Reporting | | | | | | | | | [removed: [131](#i8af612e789af49f28932152c327dbde7_181)] [added: [89](#i9128745c47bb40e6a241747d2683c713_184)] | | |

| | | | Management’s Narrative Discussion and Analysis of Results of Operations | | | | | | | | | [removed: [139](#i8af612e789af49f28932152c327dbde7_208)] [added: [96](#i9128745c47bb40e6a241747d2683c713_211)] | | |

| | | | [removed: Report] [added: [Report] of Independent Registered Public Accounting [removed: Firm] [added: Firm](#i9128745c47bb40e6a241747d2683c713_358)] (PCAOB ID 238) | | | | | | | | | [removed: [142](#i8af612e789af49f28932152c327dbde7_214)] [added: [142](#i9128745c47bb40e6a241747d2683c713_358)] | | |

| | | | Management’s Report on Internal Control Over Financial Reporting | | | | | | | | | [removed: [144](#i8af612e789af49f28932152c327dbde7_217)] [added: [144](#i9128745c47bb40e6a241747d2683c713_361)] | | |

| | | | [removed: Consolidated] [added: [Consolidated] Financial [removed: Statements] [added: Statements](#i9128745c47bb40e6a241747d2683c713_364)] | | | | | | | | | [removed: [145](#i8af612e789af49f28932152c327dbde7_220)] [added: [145](#i9128745c47bb40e6a241747d2683c713_364)] | | |

| | | | Management’s Narrative Discussion and Analysis of Results of Operations | | | | | | | | | [removed: [152](#i8af612e789af49f28932152c327dbde7_244)] [added: [107](#i9128745c47bb40e6a241747d2683c713_247)] | | |

| | | | Report of Independent Registered Public Accounting Firm (PCAOB ID 238) | | | | | | | | | [removed: [154](#i8af612e789af49f28932152c327dbde7_250)] [added: [98](#i9128745c47bb40e6a241747d2683c713_217)] | | |

| | | | Management’s Report on Internal Control Over Financial Reporting | | | | | | | | | [removed: [157](#i8af612e789af49f28932152c327dbde7_253)] [added: [100](#i9128745c47bb40e6a241747d2683c713_220)] | | |

| [Appalachian Power Company and [removed: Subsidiaries:](#i8af612e789af49f28932152c327dbde7_274)] [added: Subsidiaries:](#i9128745c47bb40e6a241747d2683c713_277)] | | | | | | | | | | | | | | |

| | | | [Management’s Narrative Discussion and Analysis of Results of [removed: Operations](#i8af612e789af49f28932152c327dbde7_277)] [added: Operations](#i9128745c47bb40e6a241747d2683c713_280)] | | | | | | | | | [removed: [164](#i8af612e789af49f28932152c327dbde7_277)] [added: [116](#i9128745c47bb40e6a241747d2683c713_280)] | | |

| | | | [removed: [Report] [added: Report] of Independent Registered Public Accounting [removed: Firm](#i8af612e789af49f28932152c327dbde7_283)] [added: Firm] (PCAOB ID 238) | | | | | | | | | [removed: [167](#i8af612e789af49f28932152c327dbde7_283)] [added: [108](#i9128745c47bb40e6a241747d2683c713_253)] | | |

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| [Indiana Michigan Power Company and [removed: Subsidiaries:](#i8af612e789af49f28932152c327dbde7_310)] [added: Subsidiaries:](#i9128745c47bb40e6a241747d2683c713_313)] | | | | | | | | | | | | | | |

| | | | [Management’s Narrative Discussion and Analysis of Results of [removed: Operations](#i8af612e789af49f28932152c327dbde7_313)] [added: Operations](#i9128745c47bb40e6a241747d2683c713_316)] | | | | | | | | | [removed: [177](#i8af612e789af49f28932152c327dbde7_313)] [added: [128](#i9128745c47bb40e6a241747d2683c713_316)] | | |

| | | | [Report of Independent Registered Public Accounting [removed: Firm](#i8af612e789af49f28932152c327dbde7_319)] [added: Firm](#i9128745c47bb40e6a241747d2683c713_286)] (PCAOB ID 238) | | | | | | | | | [removed: [180](#i8af612e789af49f28932152c327dbde7_319)] [added: [119](#i9128745c47bb40e6a241747d2683c713_286)] | | |

| | | | Management’s Report on Internal Control Over Financial Reporting | | | | | | | | | [removed: [182](#i8af612e789af49f28932152c327dbde7_322)] [added: [121](#i9128745c47bb40e6a241747d2683c713_289)] | | |

| [Ohio Power Company and [removed: Subsidiaries:](#i8af612e789af49f28932152c327dbde7_346)] [added: Subsidiaries:](#i9128745c47bb40e6a241747d2683c713_349)] | | | | | | | | | | | | | | |

| | | | [Management’s Narrative Discussion and Analysis of Results of [removed: Operations](#i8af612e789af49f28932152c327dbde7_349)] [added: Operations](#i9128745c47bb40e6a241747d2683c713_352)] | | | | | | | | | [removed: [190](#i8af612e789af49f28932152c327dbde7_349)] [added: [140](#i9128745c47bb40e6a241747d2683c713_352)] | | |

| | | | [Report of Independent Registered Public Accounting [removed: Firm](#i8af612e789af49f28932152c327dbde7_355)] [added: Firm](#i9128745c47bb40e6a241747d2683c713_322)] (PCAOB ID 238) | | | | | | | | | [removed: [193](#i8af612e789af49f28932152c327dbde7_355)] [added: [131](#i9128745c47bb40e6a241747d2683c713_322)] | | |

| | | | Management’s Report on Internal Control Over Financial Reporting | | | | | | | | | [removed: [196](#i8af612e789af49f28932152c327dbde7_358)] [added: [133](#i9128745c47bb40e6a241747d2683c713_325)] | | |

| [Public Service Company of [removed: Oklahoma:](#i8af612e789af49f28932152c327dbde7_382)] [added: Oklahoma:](#i9128745c47bb40e6a241747d2683c713_385)] | | | | | | | | | | | | | | |

| | | | [Management’s Narrative Discussion and Analysis of Results of [removed: Operations](#i8af612e789af49f28932152c327dbde7_385)] [added: Operations](#i9128745c47bb40e6a241747d2683c713_388)] | | | | | | | | | [removed: [203](#i8af612e789af49f28932152c327dbde7_385)] [added: [150](#i9128745c47bb40e6a241747d2683c713_388)] | | |

| | | | [Report of Independent Registered Public Accounting [removed: Firm](#i8af612e789af49f28932152c327dbde7_391)] [added: Firm](#i9128745c47bb40e6a241747d2683c713_394)] (PCAOB ID 238) | | | | | | | | | [removed: [206](#i8af612e789af49f28932152c327dbde7_391)] [added: [153](#i9128745c47bb40e6a241747d2683c713_394)] | | |

| | | | Management’s Report on Internal Control Over Financial Reporting | | | | | | | | | [removed: [208](#i8af612e789af49f28932152c327dbde7_394)] [added: [155](#i9128745c47bb40e6a241747d2683c713_397)] | | |

| [Southwestern Electric Power Company [removed: Consolidated:](#i8af612e789af49f28932152c327dbde7_418)] [added: Consolidated:](#i9128745c47bb40e6a241747d2683c713_421)] | | | | | | | | | | | | | | |

| | | | [Management’s Narrative Discussion and Analysis of Results of [removed: Operations](#i8af612e789af49f28932152c327dbde7_421)] [added: Operations](#i9128745c47bb40e6a241747d2683c713_424)] | | | | | | | | | [removed: [216](#i8af612e789af49f28932152c327dbde7_421)] [added: [162](#i9128745c47bb40e6a241747d2683c713_424)] | | |

| | | | [Report of Independent Registered Public Accounting [removed: Firm](#i8af612e789af49f28932152c327dbde7_427)] [added: Firm](#i9128745c47bb40e6a241747d2683c713_430)] (PCAOB ID 238) | | | | | | | | | [removed: [219](#i8af612e789af49f28932152c327dbde7_427)] [added: [165](#i9128745c47bb40e6a241747d2683c713_430)] | | |

| | | | Management’s Report on Internal Control Over Financial Reporting | | | | | | | | | [removed: [221](#i8af612e789af49f28932152c327dbde7_430)] [added: [167](#i9128745c47bb40e6a241747d2683c713_433)] | | |

| [Index of Notes to Financial Statements of [removed: Registrant](#i8af612e789af49f28932152c327dbde7_454)s] [added: Registrant](#i9128745c47bb40e6a241747d2683c713_457)s] | | | | | | | | | | | | [removed: [228](#i8af612e789af49f28932152c327dbde7_454)] [added: [174](#i9128745c47bb40e6a241747d2683c713_457)] | | |

- Approximately [removed: 23,500] [added: 23,000] MWs of regulated owned generating capacity as of December 31, [removed: 2022,] [added: 2023,] one of the largest complements of generation in the United States.

AEP’s weather-normalized retail sales volumes for the year ended December 31, [removed: 2022] [added: 2023] increased by [removed: 2.8%] [added: 2.5%] from the year ended December 31, [removed: 2021.][added: 2022.]

Weather-normalized residential sales [removed: increased 0.1%] [added: decreased 0.9%] for the year ended December 31, [removed: 2022] [added: 2023] compared to the year ended December 31, [removed: 2021.][added: 2022.]

Weather-normalized commercial sales increased by [removed: 4.2%] [added: 7.8%] in [removed: 2022] [added: 2023] compared to [removed: 2021.][added: 2022.]

AEP’s [removed: 2022] [added: 2023] industrial sales volumes increased [removed: 4.5%] [added: 1.6%] compared to [removed: 2021.][added: 2022.]

In [removed: 2023,] [added: 2024,] AEP anticipates weather-normalized retail sales volumes will increase by [removed: 0.7%.][added: 1.5%.]

| | | | [Consolidated Financial Statements](#i9128745c47bb40e6a241747d2683c713_187) | | | | | | | | | [90](#i9128745c47bb40e6a241747d2683c713_187) | | |

| | | | Consolidated Financial Statements | | | | | | | | | [101](#i9128745c47bb40e6a241747d2683c713_223) | | |

| | | | Consolidated Financial Statements | | | | | | | | | [111](#i9128745c47bb40e6a241747d2683c713_259) | | |

| | | | [Consolidated Financial Statements](#i9128745c47bb40e6a241747d2683c713_292) | | | | | | | | | [122](#i9128745c47bb40e6a241747d2683c713_292) | | |

| | | | [Consolidated Financial Statements](#i9128745c47bb40e6a241747d2683c713_328) | | | | | | | | | [134](#i9128745c47bb40e6a241747d2683c713_328) | | |

| | | | [Financial Statements](#i9128745c47bb40e6a241747d2683c713_400) | | | | | | | | | [156](#i9128745c47bb40e6a241747d2683c713_400) | | |

| | | | [Consolidated Financial Statements](#i9128745c47bb40e6a241747d2683c713_436) | | | | | | | | | [168](#i9128745c47bb40e6a241747d2683c713_436) | | |

- A decrease in weather-related sales volumes.

- An increase in interest expense due to higher interest rates and debt balances.

- Unfavorable mark-to-market economic hedge activity driven by a decrease in commodity prices.

- A loss on the sale of the competitive contracted renewables portfolio in 2023.

- Unfavorable regulatory decisions in Texas, West Virginia and at FERC.

- A gain on the sale of mineral rights in 2022.

- Favorable rate proceedings in AEP’s various jurisdictions.

- Investment in transmission assets, which resulted in higher revenues and income.

- A loss related to the expected sale of the Kentucky Operations in 2022.

The expected sale was terminated in April 2023.

- An impairment of AEP’s equity investment in Flat Ridge 2 in 2022.

See “Results of Operations” section for additional information by operating segment.

The increase in commercial sales was primarily due to new data center loads and economic development.

The projected increase in commercial sales volumes is driven by new loads associated with data centers and cryptocurrency operations.

2023 SIGNIFICANT DEVELOPMENTS AND TRANSACTIONS

AEP recorded a pretax loss of approximately $93 million ($73 million after-tax) for the year ended December 31, 2023 related to the sale.

Planned Sale of AEP Energy and AEP Onsite Partners

AEP management has continued a strategic evaluation of AEP’s portfolio of businesses with a focus on core regulated utility operations, risk mitigation and simplification.

As a result of these efforts, the following decisions have been made with respect to AEP Energy and AEP Onsite Partners.

In April 2023, AEP management completed the strategic evaluation of AEP Energy and initiated a sales process.

The timing of the completion of the sales process is dependent upon a number of factors.

AEP is currently targeting the sales process to be completed in the first half of 2024.

Depending on the outcome of the sales process, it could reduce future net income and impact financial condition.

*AEP Onsite Partners*

In April 2023, AEP also made a decision to include AEP Onsite Partners in a sales process.

AEP OnSite Partners targets opportunities in distributed solar, combined heat and power, energy storage, waste heat recovery, energy efficiency, peaking generation and other energy solutions.

As of December 31, 2023, AEP OnSite Partners owned projects located in 22 states, including approximately 195 MWs of installed solar capacity and two solar projects under construction totaling approximately 4 MWs.

As of December 31, 2023, the net book value of these assets was $352 million.

The timing of the completion of the sales process is dependent upon a number of factors.

AEP is currently targeting the sales process to be completed in the first half of 2024.

AEP Onsite Partners also owns a 50% interest in NMRD totaling $101 million accounted for as an equity method investment.

The NMRD portfolio consists of 9 operating solar projects totaling 185 MWs and 6 projects totaling 440 MWs in development.

Separate from the remainder of AEP Onsite Partners, AEP and the joint owner agreed to a joint sales process for their respective interests in NMRD.

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | [Consolidated Financial Statements](#i8af612e789af49f28932152c327dbde7_184) | | | | | | | | | [132](#i8af612e789af49f28932152c327dbde7_184) | | |

| | | | Consolidated Financial Statements | | | | | | | | | [158](#i8af612e789af49f28932152c327dbde7_256) | | |

| | | | [Consolidated Financial Statements](#i8af612e789af49f28932152c327dbde7_289) | | | | | | | | | [170](#i8af612e789af49f28932152c327dbde7_289) | | |

| | | | [Consolidated Financial Statements](#i8af612e789af49f28932152c327dbde7_325) | | | | | | | | | [183](#i8af612e789af49f28932152c327dbde7_325) | | |

| | | | [Consolidated Financial Statements](#i8af612e789af49f28932152c327dbde7_361) | | | | | | | | | [197](#i8af612e789af49f28932152c327dbde7_361) | | |

| | | | [Financial Statements](#i8af612e789af49f28932152c327dbde7_397) | | | | | | | | | [209](#i8af612e789af49f28932152c327dbde7_397) | | |

| | | | [Consolidated Financial Statements](#i8af612e789af49f28932152c327dbde7_433) | | | | | | | | | [222](#i8af612e789af49f28932152c327dbde7_433) | | |

The increase in commercial sales was spread across many sectors.

Potential alternatives may include, but are not limited to, continued ownership or a sale of all or a part of AEP Energy.

Management has not made a decision regarding the potential alternatives, but expects to complete the strategic evaluation in the first half of 2023.

AEP’s public utility subsidiaries are involved in rate and regulatory proceedings at the FERC and their state commissions.

- *2017-2019 Virginia Triennial Review* - In November 2020, the Virginia SCC issued an order on APCo’s 2017-2019 Triennial Review filing concluding that APCo earned above its authorized ROE but within its ROE band for the 2017-2019 period, resulting in no refund to customers and no change to APCo base rates on a prospective basis.

The Virginia SCC approved a prospective 9.2% ROE for APCo's 2020-2022 triennial review period with the continuation of a statutory 140 basis point band (8.5% bottom, 9.2% midpoint, 9.9% top).

APCo appealed this order and a similar order on reconsideration to the Virginia Supreme Court in March 2021, alleging the Virginia SCC erred in finding that costs associated with asset impairments related to APCo early retirement determinations for certain generation facilities should not be attributed to the 2017-2019 test periods under review and deemed fully recovered in the period recorded.

In August 2022, the Virginia Supreme Court agreed with this portion of APCo’s appeal and remanded this issue regarding the retired coal-fired plants back to the Virginia SCC for further proceedings.

In September 2022, as a result of the Virginia Supreme Court ruling, APCo expensed the remaining $25 million closed coal plant regulatory asset that was previously ordered by the Virginia SCC and recorded a $37 million regulatory asset for previously incurred costs that APCo is expecting to recover as a result of earning below its 2017-2019 authorized ROE band.

In response to the Virginia Supreme Court’s August 2022 opinion, the Virginia SCC initiated remand proceedings and, in December 2022, issued an order that: (a) approved APCo’s requested $37 million regulatory asset related to previously incurred costs as a result of APCo earning below its 2017-2019 authorized ROE band, (b) authorized a $28 million annual increase in APCo Virginia base rates effective

October 2022 and (c) approved a rider to recover approximately $48 million related to this APCo Virginia base rate increase for the period January 2021 through September 2022.

As of December 2022, APCo has deferred approximately $38 million related to previously incurred costs as a result of the current estimate that APCo will earn below the bottom of its authorized ROE band during the 2020-2022 Triennial Review period.

APCo is also required to submit a depreciation study as part of its 2020-2022 Triennial Review filing based on plant in service balances as of December 31, 2022.

APCo is required to implement the impacts of this depreciation study effective January 1, 2023 without a corresponding adjustment in customer rates until the first quarter of 2024.

While subject to review as part of APCo’s 2020-2022 Virginia Triennial Review, a significant change in depreciation rates (either an increase or a decrease) without a corresponding adjustment in Virginia retail rates would impact future net income and cash flows and impact financial condition.

In July 2018, the Texas Third Court of Appeals reversed the PUCT’s judgment affirming the prudence of the Turk Plant and remanded the issue back to the PUCT.

In March 2021, the Texas Supreme Court issued an opinion reversing the July 2018 judgment of the Texas Third Court of Appeals and agreeing with the PUCT’s judgment affirming the prudence of the Turk Plant.

In addition, the Texas Supreme Court remanded the AFUDC dispute back to the Texas Third Court of Appeals.

No parties filed a motion for rehearing with the Texas Supreme Court.

SWEPCo disagrees with the Court of Appeals decision.

The Texas Supreme Court requested comments on rehearing by March 1, 2023.

Management does not believe a disallowance of capitalized Turk Plant costs or a revenue refund is probable as of December 31, 2022.

However, if SWEPCo is ultimately unable to recover AFUDC in excess of the Texas jurisdictional capital cost cap, it would be expected to result in a pretax net disallowance ranging from $80 million to $90 million.

In addition, if AFUDC is ultimately determined to be included in the Texas jurisdictional capital cost cap, SWEPCo estimates it may be required to make customer refunds ranging from $0 to $185 million related to revenues collected from February 2013 through December 2022 and such determination may reduce SWEPCo’s future revenues by approximately $15 million on an annual basis.

Certain defendants in that case have since pleaded guilty and a criminal trial is proceeding against the other.

- In April 2021, the FERC issued a supplemental Notice of Proposed Rulemaking (NOPR) proposing to modify its incentive for transmission owners that join RTOs (RTO Incentive).

Under the supplemental NOPR, the RTO Incentive would be modified such that a utility would only be eligible for the RTO Incentive for the first three years after the utility joins a FERC-approved Transmission Organization.

This is a significant departure from a previous NOPR issued in 2020 seeking to increase the RTO Incentive from 50 basis points to 100 basis points.

The supplemental NOPR also required utilities that have received the RTO Incentive for three or more years to submit, within 30 days of the effective date of a final rule, a compliance filing to eliminate the incentive from its tariff prospectively.

The supplemental NOPR was subject to a 60-day comment period followed by a 30-day period for reply comments.

In July 2021, AEP submitted reply comments.

AEP is awaiting a final rule from the FERC.

Information required by this item is set forth under the caption Proposal to Ratify the Appointment of the Independent Registered Public Accounting Firm in the [removed: 2023] [added: 2024] Proxy Statement, which is incorporated by reference into this item.

During [removed: 2022,] [added: 2023,] management, including the principal executive officer and principal financial officer of each of the Registrants evaluated each respective Registrant’s disclosure controls and procedures.

As of December 31, [removed: 2022,] [added: 2023,] the principal executive officer and financial officer of each of the Registrants concluded that the disclosure controls and procedures in place were effective at the reasonable assurance level.

There have been no changes in the Registrants’ internal control over financial reporting (as such term is defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act) during the fourth quarter [removed: 2022] [added: 2023] that materially affected, or are reasonably likely to materially affect, the Registrants’ internal control over financial reporting.

As discussed in that report, management assessed and reported on the effectiveness of each Registrant’s internal control over financial reporting as of December 31, [removed: 2022.][added: 2023.]

As a result of that assessment, management concluded that each Registrant’s internal control over financial reporting was effective as of December 31, [removed: 2022.][added: 2023.]

During the three months ended December 31, 2023, none of the Company’s directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934) adopted, terminated or modified a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933).

None.

Certain of the information called for in this Item 10, including the information relating to directors, is incorporated herein by reference to AEP’s definitive proxy information statement (which will be filed with the SEC pursuant to Regulation 14A under the Exchange Act) relating to the [removed: 2023] [added: 2024] Annual Meeting of Shareholders (the [removed: 2023] [added: 2024] Annual Meeting) including under the captions “Election of Directors,” “AEP’s Board of Directors and Committees,” “Directors” and “Nominees for Directors.”

The information called for by this Item 11 is incorporated herein by reference to AEP’s definitive proxy statement (which will be filed with the SEC pursuant to Regulation 14A under the Exchange Act) relating to the [removed: 2023] [added: 2024] Annual Meeting including under the captions “Compensation Discussion and Analysis,” “Executive Compensation”, “Director Compensation” and [removed: “2022] [added: “2023] Director Compensation Table”.

The information relating to Security Ownership of Certain Beneficial Owners is incorporated herein by reference to AEP’s definitive proxy statement (which will be filed with the SEC pursuant to Regulation 14A under the Exchange Act) relating to [removed: 2023] [added: 2024] Annual Meeting under the caption “Share Ownership of Certain Beneficial Owners” and “Share Ownership of Directors and Executive Officers.”

The following table summarizes the ability of AEP to issue common stock pursuant to equity compensation plans as of December 31, [removed: 2022:][added: 2023:]

| Plan Category | | | | | | Number of Securities to be Issued upon Exercise of Outstanding [removed: Options] [added: Options,] Warrants and Rights (a) | | | | | | Weighted-Average Exercise Price of Outstanding Options, Warrants and Rights (b) | | | | | | Number of Securities Remaining Available for Future Issuance under Equity Compensation Plans | | |

| Equity Compensation Plans Approved by Security Holders | | | | | | [removed: 2,422,526] [added: 2,500,803] | | | | | | — | | | | | | [removed: 5,249,391] [added: 3,698,144] | | |

(a)The balance includes unvested performance shares and restricted stock units as well as vested performance shares deferred as AEP career [removed: shares,] [added: shares and stock units payable to outside directors after their service to the Company ends,] all of which will be settled and paid in shares of AEP common stock.

| Total | | | | | | 2,500,803 | | | | | | — | | | | | | 3,698,144 | | |

| Total | | | | | | 2,422,526 | | | | | | — | | | | | | 5,249,391 | | |

The information called for by this Item 13 is incorporated herein by reference to AEP’s definitive proxy statement (which will be filed with the SEC pursuant to Regulation 14A under the Exchange Act) relating to the [removed: 2023] [added: 2024] Annual Meeting under the captions “Transactions with Related Persons” and “Director Independence.”

The information called for by this Item 14 is incorporated herein by reference to AEP’s definitive proxy statement (which will be filed with the SEC pursuant to Regulation 14A under the Exchange Act) relating to the [removed: 2023] [added: 2024] Annual Meeting under the captions “Audit and Non-Audit Fees,” “Audit Committee Report” and “Policy on Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of the Independent Auditor.”

A description of the AEP Audit Committee pre-approval policies, which apply to these companies, is contained in the definitive proxy statement of AEP for the [removed: 2023] [added: 2024] Annual Meeting of shareholders.

The following table presents directly billed fees for professional services rendered by PricewaterhouseCoopers LLP for the audit of these companies’ annual financial statements for the years ended December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and fees directly billed for other services rendered by PricewaterhouseCoopers LLP during those periods.

PricewaterhouseCoopers LLP also provides additional professional and other services to [removed: the] AEP [removed: System,] [added: subsidiaries,] the cost of which may ultimately be allocated to these companies though not billed directly to them.

| Audit Fees | | | $ | [removed: 1,309,196] [added: 1,465,285] | | | | | $ | [removed: 1,279,272] [added: 1,309,196] | | | | | $ | [removed: 1,492,709] [added: 1,633,905] | | | | | $ | [removed: 1,443,675] [added: 1,492,709] | | | | | $ | [removed: 1,682,664] [added: 1,702,568] | | | | | $ | [removed: 1,702,193] [added: 1,682,664] | |

| Audit-Related Fees | | | [removed: 65,222] [added: 38,333] | | | | | | [removed: 42,000] [added: 65,222] | | | | | | — | | | | | | — | | | | | | [removed: 70,294] [added: 44,250] | | | | | | [removed: 47,143] [added: 70,294] | | |

| Audit Fees | | | $ | [removed: 1,453,010] [added: 1,459,950] | | | | | $ | [removed: 1,637,968] [added: 1,453,010] | | | | | $ | [removed: 1,053,853] [added: 1,191,662] | | | | | $ | [removed: 1,169,647] [added: 1,053,853] | | | | | $ | [removed: 861,937] [added: 770,975] | | | | | $ | [removed: 729,463] [added: 861,937] | |

| Audit-Related Fees | | | [removed: 11,009] [added: 15,833] | | | | | | [removed: 11,143] [added: 11,009] | | | | | | [removed: 11,009] [added: 15,833] | | | | | | [removed: 11,143] [added: 11,009] | | | | | | [removed: 160,294] [added: 44,250] | | | | | | [removed: 5,143] [added: 160,294] | | |

| Audit Fees | | | $ | [removed: 1,012,800] [added: 1,123,641] | | | | | $ | [removed: 1,118,206] [added: 1,012,800] | |

| Audit-Related Fees | | | [removed: 26,821] [added: 27,667] | | | | | | [removed: 27,143] [added: 26,821] | | |

| Total | | | $ | [removed: 1,039,621] [added: 1,151,308] | | | | | $ | [removed: 1,157,197] [added: 1,039,621] | |

| | | | 2023 | | | | | | 2022 | | | | | | 2023 | | | | | | 2022 | | | | | | 2023 | | | | | | 2022 | | |

| Total | | | $ | 1,503,618 | | | | | $ | 1,374,418 | | | | | $ | 1,633,905 | | | | | $ | 1,492,709 | | | | | $ | 1,746,818 | | | | | $ | 1,752,958 | |

| | | | 2023 | | | | | | 2022 | | | | | | 2023 | | | | | | 2022 | | | | | | 2023 | | | | | | 2022 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Total | | | $ | 1,475,783 | | | | | $ | 1,464,019 | | | | | $ | 1,207,495 | | | | | $ | 1,064,862 | | | | | $ | 815,225 | | | | | $ | 1,022,231 | |

| | | | 2023 | | | | | | 2022 | | |

| | | | | | | | | | | | |

| | | | 2022 | | | | | | 2021 | | | | | | 2022 | | | | | | 2021 | | | | | | 2022 | | | | | | 2021 | | |

| Tax Fees | | | — | | | | | | 15,122 | | | | | | — | | | | | | 15,347 | | | | | | — | | | | | | 19,603 | | |

| Total | | | $ | 1,374,418 | | | | | $ | 1,336,394 | | | | | $ | 1,492,709 | | | | | $ | 1,459,022 | | | | | $ | 1,752,958 | | | | | $ | 1,768,939 | |

| Tax Fees | | | — | | | | | | 17,848 | | | | | | — | | | | | | 12,923 | | | | | | — | | | | | | 6,991 | | |

| Total | | | $ | 1,464,019 | | | | | $ | 1,666,959 | | | | | $ | 1,064,862 | | | | | $ | 1,193,713 | | | | | $ | 1,022,231 | | | | | $ | 741,597 | |

| | | | 2022 | | | | | | 2021 | | |

| Tax Fees | | | — | | | | | | 11,848 | | |

Report of Independent Registered Public Accounting Firm; Management’s Report on Internal Control over Financial Reporting; Consolidated Statements of Income for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Consolidated Statements of Changes in Equity for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Consolidated Balance Sheets as of December 31, [removed: 2022] [added: 2023] and [removed: 2021;] [added: 2022;] Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Notes to Financial Statements of Registrants.

Report of Independent Registered Public Accounting Firm; Management’s Report on Internal Control over Financial Reporting; Consolidated Statements of Income for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Consolidated Statements of Changes in Common Shareholder’s Equity for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Consolidated Balance Sheets as of December 31, [removed: 2022] [added: 2023] and [removed: 2021;] [added: 2022;] Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Notes to Financial Statements of Registrants.

Report of Independent Registered Public Accounting Firm; Management’s Report on Internal Control over Financial Reporting; Consolidated Statements of Income for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Consolidated Statements of Changes in Member’s Equity for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Consolidated Balance Sheets as of December 31, [removed: 2022] [added: 2023] and [removed: 2021;] [added: 2022;] Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Notes to Financial Statements of Registrants.

Report of Independent Registered Public Accounting Firm; Management’s Report on Internal Control over Financial Reporting; Consolidated Statements of Income for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Consolidated Statements of Changes in Common Shareholder’s Equity for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Consolidated Balance Sheets as of December 31, [removed: 2022] [added: 2023] and [removed: 2021;] [added: 2022;] Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Notes to Financial Statements of Registrants.

Report of Independent Registered Public Accounting Firm; Management’s Report on Internal Control over Financial Reporting; Statements of Income for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Statements of Comprehensive Income (Loss) for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Statements of Changes in Common Shareholder’s Equity for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Balance Sheets as of December 31, [removed: 2022] [added: 2023] and [removed: 2021;] [added: 2022;] Statements of Cash Flows for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] Notes to Financial Statements of Registrants.

| Condensed Statements of Income and Comprehensive Income- Years Ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] | | | | | | [removed: S-[2](#i8af612e789af49f28932152c327dbde7_595)] [added: S-[2](#i9128745c47bb40e6a241747d2683c713_598)] | | |

| Condensed Balance Sheets - December 31, [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] | | | | | | [removed: S-[3](#i8af612e789af49f28932152c327dbde7_1649267445767)] [added: S-[3](#i9128745c47bb40e6a241747d2683c713_601)] | | |

| Condensed Statements of Cash Flows - Years Ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] | | | | | | [removed: S-[5](#i8af612e789af49f28932152c327dbde7_1649267445773)] [added: S-[5](#i9128745c47bb40e6a241747d2683c713_604)] | | |

| Condensed Notes to Condensed Financial Information | | | | | | [removed: S-[6](#i8af612e789af49f28932152c327dbde7_598)] [added: S-[6](#i9128745c47bb40e6a241747d2683c713_610)] | | |

| Valuation and Qualifying Accounts and Reserves - Years Ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] | | | | | | [removed: S-[14](#i8af612e789af49f28932152c327dbde7_613)] [added: S-[9](#i9128745c47bb40e6a241747d2683c713_625)] | | |

| Condensed Statements of Income - Years Ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] | | | | | | [removed: S-[16](#i8af612e789af49f28932152c327dbde7_622)] [added: S-[11](#i9128745c47bb40e6a241747d2683c713_631)] | | |

| Condensed Balance Sheets - December 31, [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] | | | | | | [removed: S-[17](#i8af612e789af49f28932152c327dbde7_1649267445784)] [added: S-[12](#i9128745c47bb40e6a241747d2683c713_634)] | | |

| Condensed Statements of Cash Flows - Years Ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] | | | | | | [removed: S-[19](#i8af612e789af49f28932152c327dbde7_1649267445790)] [added: S-[14](#i9128745c47bb40e6a241747d2683c713_637)] | | |

| Condensed Notes to Condensed Financial Information | | | | | | [removed: S-[20](#i8af612e789af49f28932152c327dbde7_625)] [added: S-[15](#i9128745c47bb40e6a241747d2683c713_643)] | | |

| Exhibits for AEP, AEP Texas, AEPTCo, APCo, I&M, OPCo, PSO and SWEPCo are listed in the Exhibit Index beginning on page E-1 and are incorporated herein by reference. | | | | | | [removed: E-[1](#i8af612e789af49f28932152c327dbde7_640)] [added: E-[1](#i9128745c47bb40e6a241747d2683c713_655)] | | |

Report of Independent Registered Public Accounting Firm; Management’s Report on Internal Control over Financial Reporting; Consolidated Statements of Income for the years ended December 31, 2023, 2022 and 2021; Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 2023, 2022 and 2021; Consolidated Statements of Changes in Equity for the years ended December 31, 2023, 2022 and 2021; Consolidated Balance Sheets as of December 31, 2023 and 2022; Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021; Notes to Financial Statements of Registrants.

| | | | | | | [removed: (Ann P. Kelly,] [added: (Charles E. Zebula,] Executive Vice President | | |

Date: February [removed: 23, 2023][added: 26, 2024]

| | | | /s/ [removed: Julia A. Sloat] [added: Charles E. Zebula] | | | | | | [removed: President, Chief] Executive [removed: Officer] [added: Vice President] and [removed: Director] [added: Chief Financial Officer] | | | | | | February [removed: 23, 2023] [added: 26, 2024] | | |

| | | | /s/ [removed: Ann P. Kelly] [added: Charles E. Zebula] | | | | | | [removed: Executive] Vice [removed: President and] [added: President,] Chief Financial Officer [added: and Director] | | | | | | February [removed: 23, 2023] [added: 26, 2024] | | |

| | | | /s/ [removed: Joseph M. Buonaiuto] [added: Kate Sturgess] | | | | | | Senior Vice President, Controller and Chief Accounting Officer | | | | | | February [removed: 23, 2023] [added: 26, 2024] | | |

| | | | | | | [removed: (Ann P. Kelly,] [added: (Charles E. Zebula,] Vice President and Chief Financial Officer) | | |

| | | | /s/ [removed: Julia A. Sloat] [added: Benjamin G.S. Fowke, III] | | | | | | Chair of the Board, [added: Interim] Chief Executive Officer and Director | | | | | | February [removed: 23, 2023] [added: 26, 2024] | | |

| | | | /s/ [removed: Ann P. Kelly] [added: Charles E. Zebula] | | | | | | Vice President, Chief Financial Officer and Director | | | | | | February [removed: 23, 2023] [added: 26, 2024] | | |

| | | | /s/ [removed: Joseph M. Buonaiuto] [added: Kate Sturgess] | | | | | | Controller and Chief Accounting Officer | | | | | | February [removed: 23, 2023] [added: 26, 2024] | | |

| | | | /s/ [removed: Julia A. Sloat] [added: Benjamin G.S. Fowke, III] | | | | | | Chair of the Board, [added: Interim] Chief Executive Officer and Manager | | | | | | February [removed: 23, 2023] [added: 26, 2024] | | |

| | | | /s/ [removed: Ann P. Kelly] [added: Charles E. Zebula] | | | | | | Vice President, Chief Financial Officer and Manager | | | | | | February [removed: 23, 2023] [added: 26, 2024] | | |

| Schedule I – Condensed Financial Information | | | [removed: S-[2](#i8af612e789af49f28932152c327dbde7_595)] [added: S-[2](#i9128745c47bb40e6a241747d2683c713_598)] | | |

| [Schedule I [removed: – Index of Condensed] [added: –](#i9128745c47bb40e6a241747d2683c713_238) [Condensed] Notes to Condensed Financial [removed: Information](#i8af612e789af49f28932152c327dbde7_235)] [added: Information](#i9128745c47bb40e6a241747d2683c713_238)] | | | [removed: S-[6](#i8af612e789af49f28932152c327dbde7_598)] [added: S-[6](#i9128745c47bb40e6a241747d2683c713_610)] | | |

| [Schedule II – Valuation and Qualifying Accounts and [removed: Reserves](#i8af612e789af49f28932152c327dbde7_250)] [added: Reserves](#i9128745c47bb40e6a241747d2683c713_253)] | | | [removed: S-[14](#i8af612e789af49f28932152c327dbde7_613)] [added: S-[9](#i9128745c47bb40e6a241747d2683c713_625)] | | |

For the Years Ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]

| | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |

| TOTAL REVENUES | | | | | | 5.1 | | | | | | [removed: 6.7] [added: 5.1] | | | | | | [removed: 9.8] [added: 6.7] | | |

| Other Operation | | | | | | [removed: 84.9] [added: 16.7] | | | | | | [removed: 42.7] [added: 84.9] | | | | | | [removed: 21.4] [added: 42.7] | | |

| Loss on the Expected Sale of the Kentucky Operations | | | | | | [removed: 363.3] [added: —] | | | | | | [removed: —] [added: 363.3] | | | | | | — | | |

| Depreciation and Amortization | | | | | | [removed: 0.4] [added: 0.5] | | | | | | 0.4 | | | | | | [removed: 0.3] [added: 0.4] | | |

| TOTAL EXPENSES | | | | | | [removed: 448.6] [added: 0.7] | | | | | | [removed: 43.1] [added: 448.6] | | | | | | [removed: 21.7] [added: 43.1] | | |

| OPERATING [removed: LOSS] [added: INCOME (LOSS)] | | | | | | [removed: (443.5)] [added: 4.4] | | | | | | [removed: (36.4)] [added: (443.5)] | | | | | | [removed: (11.9)] [added: (36.4)] | | |

| Interest Income | | | | | | [removed: 80.3] [added: 181.0] | | | | | | [removed: 18.9] [added: 80.3] | | | | | | [removed: 39.2] [added: 18.9] | | |

| Interest Expense | | | | | | [removed: (275.5)] [added: (526.3)] | | | | | | [removed: (169.3)] [added: (275.5)] | | | | | | [removed: (178.5)] [added: (169.3)] | | |

| LOSS BEFORE INCOME TAX BENEFIT AND EQUITY EARNINGS | | | | | | [removed: (638.7)] [added: (340.9)] | | | | | | [removed: (186.8)] [added: (638.7)] | | | | | | [removed: (151.2)] [added: (186.8)] | | |

| Income Tax Benefit | | | | | | [removed: (136.3)] [added: (80.8)] | | | | | | [removed: (73.5)] [added: (136.3)] | | | | | | [removed: (0.6)] [added: (73.5)] | | |

| Equity Earnings of Unconsolidated Subsidiaries | | | | | | [removed: 2,809.6] [added: 2,468.2] | | | | | | [removed: 2,601.4] [added: 2,809.6] | | | | | | [removed: 2,350.7] [added: 2,601.4] | | |

| NET INCOME | | | | | | [removed: 2,307.2] [added: 2,208.1] | | | | | | [removed: 2,488.1] [added: 2,307.2] | | | | | | [removed: 2,200.1] [added: 2,488.1] | | |

| Other Comprehensive Income (Loss) | | | | | | [removed: (101.1)] [added: (139.2)] | | | | | | [removed: 269.9] [added: (101.1)] | | | | | | [removed: 62.6] [added: 269.9] | | |

| TOTAL COMPREHENSIVE INCOME | | | | | | $ | [removed: 2,206.1] [added: 2,068.9] | | | | | $ | [removed: 2,758.0] [added: 2,206.1] | | | | | $ | [removed: 2,262.7] [added: 2,758.0] | |

| WEIGHTED AVERAGE NUMBER OF BASIC AEP COMMON SHARES OUTSTANDING | | | | | | [removed: 511,841,946] [added: 518,903,682] | | | | | | [removed: 500,522,177] [added: 511,841,946] | | | | | | [removed: 495,718,223] [added: 500,522,177] | | |

| TOTAL BASIC EARNINGS PER SHARE ATTRIBUTABLE TO AEP COMMON SHAREHOLDERS | | | | | | $ | [removed: 4.51] [added: 4.26] | | | | | $ | [removed: 4.97] [added: 4.51] | | | | | $ | [removed: 4.44] [added: 4.97] | |

| WEIGHTED AVERAGE NUMBER OF DILUTED AEP COMMON SHARES OUTSTANDING | | | | | | [removed: 513,484,609] [added: 520,206,258] | | | | | | [removed: 501,784,032] [added: 513,484,609] | | | | | | [removed: 497,226,867] [added: 501,784,032] | | |

| TOTAL DILUTED EARNINGS PER SHARE ATTRIBUTABLE TO AEP COMMON SHAREHOLDERS | | | | | | $ | [removed: 4.49] [added: 4.24] | | | | | $ | [removed: 4.96] [added: 4.49] | | | | | $ | [removed: 4.42] [added: 4.96] | |

| *See Condensed Notes to Condensed Financial Information beginning on page [removed: S-[6](#i8af612e789af49f28932152c327dbde7_598).*] [added: S-[6](#i9128745c47bb40e6a241747d2683c713_610).*] | | | | | | | | | | | | | | | | | | | | |

December 31, [removed: 2022] [added: 2023] and [removed: 2021][added: 2022]

| | | | | | | [added: 2023 | | | | | |] 2022 | | | | | | 2021 | | |

| Cash and Cash Equivalents | | | | | | $ | [removed: 254.2] [added: 197.8] | | | | | $ | [removed: 247.3] [added: 254.2] | |

| Other Temporary Investments | | | | | | [removed: 2.5] [added: 2.6] | | | | | | [removed: 2.3] [added: 2.5] | | |

| Advances to Affiliates | | | | | | [removed: 4,012.1] [added: 2,004.5] | | | | | | [removed: 2,600.8] [added: 4,012.1] | | |

| | | | By: | | | /s/ Charles E. Zebula | | |

| | | | /s/ Benjamin G.S. Fowke, III | | | | | | Interim Chief Executive Officer and President | | | | | | February 26, 2024 | | |

| | | | (Benjamin G.S. Fowke, III) | | | | | | | | | | | | | | |

| | | | (Charles E. Zebula) | | | | | | | | | | | | | | |

| | | | (Kate Sturgess) | | | | | | | | | | | | | | |

| | | | *Hunter C. Gary | | | | | | | | | | | | | | |

| | | | *Henry P. Linginfelter | | | | | | | | | | | | | | |

| | | | *Daniel G. Stoddard | | | | | | | | | | | | | | |

| *By: | | | /s/ Charles E. Zebula | | | | | | | | | | | | February 26, 2024 | | |

| | | | (Charles E. Zebula, Attorney-in-Fact) | | | | | | | | | | | | | | |

| | | | By: | | | /s/ Charles E. Zebula | | |

Date: February 26, 2024

| | | | (Benjamin G.S. Fowke, III) | | | | | | | | | | | | | | |

| | | | (Charles E. Zebula) | | | | | | | | | | | | | | |

| | | | (Kate Sturgess) | | | | | | | | | | | | | | |

| | | | Benjamin G.S. Fowke, III | | | | | | | | | | | | | | |

| | | | Charles E. Zebula | | | | | | | | | | | | | | |

| *By: | | | /s/ Charles E. Zebula | | | | | | | | | | | | February 26, 2024 | | |

| | | | (Charles E. Zebula, Attorney-in-Fact) | | | | | | | | | | | | | | |

| | | | By: | | | /s/ Charles E. Zebula | | |

| | | | | | | (Charles E. Zebula, Vice President | | |

Date: February 26, 2024

| | | | (Benjamin G.S. Fowke, III) | | | | | | | | | | | | | | |

| | | | (Charles E. Zebula) | | | | | | | | | | | | | | |

| | | | /s/ Kate Sturgess | | | | | | Controller and Chief Accounting Officer | | | | | | February 26, 2024 | | |

| | | | (Kate Sturgess) | | | | | | | | | | | | | | |

| | | | Benjamin G.S. Fowke, III | | | | | | | | | | | | | | |

| | | | Charles E. Zebula | | | | | | | | | | | | | | |

| *By: | | | /s/ Charles E. Zebula | | | | | | | | | | | | February 26, 2024 | | |

| | | | (Charles E. Zebula, Attorney-in-Fact) | | | | | | | | | | | | | | |

| | | | By: | | | /s/ Charles E. Zebula | | |

| | | | | | | (Charles E. Zebula, Vice President and Chief Financial Officer) | | |

Date: February 26, 2024

| | | | /s/ Benjamin G.S. Fowke, III | | | | | | Chair of the Board, Interim Chief Executive Officer and Director | | | | | | February 26, 2024 | | |

| | | | (Benjamin G.S. Fowke, III) | | | | | | | | | | | | | | |

| | | | (Charles E. Zebula) | | | | | | | | | | | | | | |

| | | | /s/ Kate Sturgess | | | | | | Controller and Chief Accounting Officer | | | | | | February 26, 2024 | | |

| | | | (Kate Sturgess) | | | | | | | | | | | | | | |

| | | | Benjamin G.S. Fowke, III | | | | | | | | | | | | | | |

| | | | *Antonio P. Smyth | | | | | | | | | | | | | | |

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | By: | | | /s/ Ann P. Kelly | | |

| | | | (Julia A. Sloat) | | | | | | | | | | | | | | |

| | | | (Ann P. Kelly) | | | | | | | | | | | | | | |

| | | | (Joseph M. Buonaiuto) | | | | | | | | | | | | | | |

| | | | *Nicholas K. Akins | | | | | | | | | | | | | | |

| | | | *Oliver G. Richard, III | | | | | | | | | | | | | | |

| | | | *Julia A. Sloat | | | | | | | | | | | | | | |

| *By: | | | /s/ Ann P. Kelly | | | | | | | | | | | | February 23, 2023 | | |

| | | | (Ann P. Kelly, Attorney-in-Fact) | | | | | | | | | | | | | | |

| | | | *Paul Chodak, III | | | | | | | | | | | | | | |

| | | | Ann P. Kelly | | | | | | | | | | | | | | |

| | | | *Rajagopalan Sundararajan | | | | | | | | | | | | | | |

| | | | *Toby L. Thomas | | | | | | | | | | | | | | |

| | | | | | | (Ann P. Kelly, Vice President | | |

| | | | *Scott P. Moore | | | | | | | | | | | | | | |

| | | | | | | (Ann P. Kelly, Vice President, | | |

SCHEDULE I

AMERICAN ELECTRIC POWER COMPANY, INC. (Parent)

| Affiliated Revenues | | | | | | $ | 4.5 | | | | | $ | 8.4 | | | | | $ | 8.7 | |

| Other Revenues | | | | | | 0.8 | | | | | | 0.9 | | | | | | 1.1 | | |

| MTM – Interest Rate Hedge | | | | | | 6.9 | | | | | | 1.4 | | | | | | (5.4) | | |

| Affiliated MTM – Interest Rate Hedge | | | | | | (7.1) | | | | | | (4.0) | | | | | | 5.4 | | |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Assets Held for Sale | | | | | | 706.6 | | | | | | 946.2 | | |

| Accrued Taxes | | | | | | | | | | | | | | | | | | — | | | | | | 102.1 | | |

| Interest Rate Hedge Settlement | | | | | | — | | | | | | — | | | | | | 57.5 | | |

| | | |

| --- | --- | --- |

| 1. Summary of Significant Accounting Policies | | |

| 2. Commitments, Guarantees and Contingencies | | |

| 3. Financing Activities | | |

| 4. Related Party Transactions | | |

AEP Parent holds a direct investment in KPCo and an indirect investment in KTCo through its direct investment in AEPTHCo.

AEP has received clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR) and the Committee on Foreign Investment in the United States during 2022.

Clearance under the HSR expired in January 2023.

AEP and Liberty refiled a joint application seeking HSR clearance in February 2023.

*Transfer of Ownership*