Cover and table of contents
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Cover and table of contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON**, D.C. 20549**
FORM 10-K
(Mark One)
☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2024
or
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to_________
| Commission | Registrants; | I.R.S. Employer | ||||||||||||||||||||||||||||||
| File Number | Address and Telephone Number | States of Incorporation | Identification Nos. | |||||||||||||||||||||||||||||
| 1-3525 | AMERICAN ELECTRIC POWER CO INC. | New York | 13-4922640 | |||||||||||||||||||||||||||||
| 333-221643 | AEP TEXAS INC. | Delaware | 51-0007707 | |||||||||||||||||||||||||||||
| 333-217143 | AEP TRANSMISSION COMPANY, LLC | Delaware | 46-1125168 | |||||||||||||||||||||||||||||
| 1-3457 | APPALACHIAN POWER COMPANY | Virginia | 54-0124790 | |||||||||||||||||||||||||||||
| 1-3570 | INDIANA MICHIGAN POWER COMPANY | Indiana | 35-0410455 | |||||||||||||||||||||||||||||
| 1-6543 | OHIO POWER COMPANY | Ohio | 31-4271000 | |||||||||||||||||||||||||||||
| 0-343 | PUBLIC SERVICE COMPANY OF OKLAHOMA | Oklahoma | 73-0410895 | |||||||||||||||||||||||||||||
| 1-3146 | SOUTHWESTERN ELECTRIC POWER COMPANY | Delaware | 72-0323455 | |||||||||||||||||||||||||||||
| 1 Riverside Plaza, | Columbus, | Ohio | 43215-2373 | |||||||||||||||||||||||||||||
| Telephone | (614) | 716-1000 |
Securities registered pursuant to Section 12(b) of the Act:
| Registrant | Title of each class | Trading Symbol | Name of Each Exchange on Which Registered | |||||||||||||||||
| American Electric Power Company Inc. | Common Stock, $6.50 par value | AEP | The NASDAQ Stock Market LLC | |||||||||||||||||
Securities registered pursuant to Section 12(g) of the Act: None
| Indicate by check mark if the AEP Texas Inc., AEP Transmission Company, LLC and Public Service Company of Oklahoma, are well-known seasoned issuers, as defined in Rule 405 of the Securities Act. | Yes | x | No | ¨ | ||||||||||
| Indicate by check mark if American Electric Power Company, Inc., Appalachian Power Company, Indiana Michigan Power Company, Ohio Power Company and Southwestern Electric Power Company are well-known seasoned issuers, as defined in Rule 405 of the Securities Act. | Yes | ¨ | No | x | ||||||||||
| Indicate by check mark if the registrants are not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. | Yes | ¨ | No | x | ||||||||||
| Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. | Yes | x | No | ¨ | ||||||||||
| Indicate by check mark whether the registrants have submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). | Yes | x | No | ¨ |
| Indicate by check mark whether American Electric Power Company, Inc. is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. | |||||||||||||||||||||||
| Large Accelerated filer | x | Accelerated filer | ☐ | Non-accelerated filer | ☐ | ||||||||||||||||||
| Smaller reporting company | ☐ | Emerging growth company | ☐ |
| Indicate by check mark whether AEP Texas Inc., AEP Transmission Company, LLC, Appalachian Power Company, Indiana Michigan Power Company, Ohio Power Company, Public Service Company of Oklahoma and Southwestern Electric Power Company are large accelerated filers, accelerated filers, non-accelerated filers, smaller reporting companies, or emerging growth companies. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. | |||||||||||||||||||||||
| Large Accelerated filer | ☐ | Accelerated filer | ☐ | Non-accelerated filer | x | ||||||||||||||||||
| Smaller reporting company | ☐ | Emerging growth company | ☐ |
| If an emerging growth company, indicate by check mark if the registrants have elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. | |||||||||||||||||
| ☐ |
| Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. | |||||||||||||||||
| x | |||||||||||||||||
| If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. | |||||||||||||||||
| ¨ | |||||||||||||||||
| Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). | |||||||||||||||||
| ¨ |
| Indicate by check mark whether the registrants are shell companies (as defined in Rule 12b-2 of the Exchange Act). | Yes | ☐ | No | x |
AEP Texas Inc., AEP Transmission Company, LLC, Appalachian Power Company, Indiana Michigan Power Company, Ohio Power Company, Public Service Company of Oklahoma and Southwestern Electric Power Company meet the conditions set forth in General Instruction I(1)(a) and (b) of Form 10-K and are therefore filing this Form 10-K with the reduced disclosure format specified in General Instruction I(2) to such Form 10-K.
| Aggregate Market Value of Voting and Non-Voting Common Equity Held by Nonaffiliates of the Registrants as of June 30, 2024 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, 2024 | |||||||||||||
| American Electric Power Company, Inc. | 46,757,322,914 | 532,907,715 | ||||||||||||
| ($6.50 par value) | ||||||||||||||
| AEP Texas Inc. | None | 100 | ||||||||||||
| ($0.01 par value) | ||||||||||||||
| AEP Transmission Company, LLC (a) | None | NA | ||||||||||||
| Appalachian Power Company | None | 13,499,500 | ||||||||||||
| (no par value) | ||||||||||||||
| Indiana Michigan Power Company | None | 1,400,000 | ||||||||||||
| (no par value) | ||||||||||||||
| Ohio Power Company | None | 27,952,473 | ||||||||||||
| (no par value) | ||||||||||||||
| Public Service Company of Oklahoma | None | 9,013,000 | ||||||||||||
| ($15 par value) | ||||||||||||||
| Southwestern Electric Power Company | None | 3,680 | ||||||||||||
| ($18 par value) |
(a)100% interest is held by AEP Transmission Holdco.
NA Not applicable.
Note on Market Value of Common Equity Held by Nonaffiliates
American Electric Power Company, Inc. owns all of the common stock of AEP Texas Inc., Appalachian Power Company, Indiana Michigan Power Company, Ohio Power Company, Public Service Company of Oklahoma and Southwestern Electric Power Company and, indirectly, all of the LLC membership interest in AEP Transmission Company, LLC (see Item 12 herein).
Documents Incorporated By Reference
| Description | Part of Form 10-K into which Document is Incorporated | |||||||
| Portions of Proxy Statement of American Electric Power Company, Inc. for 2025 Annual Meeting of Shareholders. | Part III |
This combined Form 10-K is separately filed by American Electric Power Company, Inc., AEP Texas Inc., AEP Transmission Company, LLC, Appalachian Power Company, Indiana Michigan Power Company, Ohio Power Company, Public Service Company of Oklahoma and Southwestern Electric Power Company. Information contained herein relating to any individual registrant is filed by such registrant on its own behalf. Except for American Electric Power Company, Inc., each registrant makes no representation as to information relating to the other registrants.
You can access financial and other information at AEP’s website, including AEP’s Principles of Business Conduct, certain committee charters and Principles of Corporate Governance. The address is www.AEP.com. Investors can obtain copies of our SEC filings from this site free of charge, as well as from the SEC website at www.sec.gov.
TABLE OF CONTENTS
| Item Number | Page Number | |||||||
| Glossary of Terms | i | |||||||
| Forward-Looking Information | vi | |||||||
| PART I | ||||||||
| 1 | Business | |||||||
| General | 1 | |||||||
| Business Segments | 8 | |||||||
| Vertically Integrated Utilities | 8 | |||||||
| Transmission and Distribution Utilities | 15 | |||||||
| AEP Transmission Holdco | 16 | |||||||
| Generation & Marketing | 19 | |||||||
| Executive Officers of AEP | 20 | |||||||
| 1A | Risk Factors | 21 | ||||||
| 1B | Unresolved Staff Comments | 34 | ||||||
| 1C | Cybersecurity | 34 | ||||||
| 2 | Properties | 36 | ||||||
| Generation Facilities | 36 | |||||||
| Transmission and Distribution Facilities | 38 | |||||||
| Title to Property | 38 | |||||||
| System Transmission Lines and Facility Siting | 38 | |||||||
| Construction Program | 38 | |||||||
| Potential Uninsured Losses | 38 | |||||||
| 3 | Legal Proceedings | 39 | ||||||
| 4 | Mine Safety Disclosure | 39 | ||||||
| PART II | ||||||||
| 5 | Market for Registrants’ Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 40 | ||||||
| 6 | Reserved | 41 | ||||||
| 7 | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 41 | ||||||
| 7A | Quantitative and Qualitative Disclosures about Market Risk | 41 | ||||||
| 8 | Financial Statements and Supplementary Data | 41 | ||||||
| 9 | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure | 328 | ||||||
| 9A | Controls and Procedures | 328 | ||||||
| 9B | Other Information | 328 | ||||||
| 9C | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections | 328 | ||||||
| PART III | ||||||||
| 10 | Directors, Executive Officers and Corporate Governance | 329 | ||||||
| 11 | Executive Compensation | 329 | ||||||
| 12 | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | 330 | ||||||
| 13 | Certain Relationships and Related Transactions and Director Independence | 330 | ||||||
| 14 | Principal Accounting Fees and Services | 331 | ||||||
| PART IV | ||||||||
| 15 | Exhibits and Financial Statement Schedules | |||||||
| Financial Statements | 332 | |||||||
| 16 | Form 10-K Summary | 333 | ||||||
| Signatures | 334 | |||||||
| Index of Financial Statement Schedules | S-1 | |||||||
| Exhibit Index | E-1 |
GLOSSARY OF TERMS
When the following terms and abbreviations appear in the text of this report, they have the meanings indicated below.
| Term | Meaning | |||||||
| AEGCo | AEP Generating Company, an AEP electric utility subsidiary. | |||||||
| AEP | American Electric Power Company, Inc., an investor-owned electric public utility holding company which includes American Electric Power Company, Inc. (Parent) and majority-owned consolidated subsidiaries and consolidated affiliates. | |||||||
| AEP Credit | AEP Credit, Inc., a consolidated VIE of AEP which securitizes accounts receivable and accrued utility revenues for affiliated electric utility companies. | |||||||
| AEP Development Services, LLC | AEP Development Services, LLC, a consolidated VIE of AEP formed for the purpose of developing, constructing, and installing energy projects for the regulated operating companies of AEP. | |||||||
| AEP East Companies | APCo, I&M, KGPCo, KPCo, OPCo and WPCo. | |||||||
| AEP Energy | AEP Energy, Inc., a wholly-owned retail electric supplier for customers in Ohio, Illinois and other deregulated electricity markets throughout the United States. | |||||||
| AEP Energy Supply, LLC | A nonregulated holding company for AEP’s competitive generation, wholesale and retail businesses, and a wholly-owned subsidiary of AEP. | |||||||
| AEP OnSite Partners | A division of AEP Energy Supply, LLC that builds, owns, operates and maintains customer solutions utilizing existing and emerging distributed technologies. | |||||||
| AEP Renewables | A division of AEP Energy Supply, LLC that develops and/or acquires large scale renewable projects that are backed with long-term contracts with creditworthy counter parties. | |||||||
| AEP System | American Electric Power System, an electric system, owned and operated by AEP subsidiaries. | |||||||
| 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. | |||||||
| AEP Transmission Holdco | AEP Transmission Holding Company, LLC, a wholly-owned subsidiary of AEP. | |||||||
| AEP Wind Holdings, LLC | Acquired in April 2019 as Sempra Renewables LLC, develops, owns and operates, or holds interests in, wind generation facilities in the United States. | |||||||
| AEPEP | AEP Energy Partners, Inc., a subsidiary of AEP dedicated to wholesale marketing and trading, hedging activities, asset management and commercial and industrial sales in deregulated markets. | |||||||
| AEPSC | American Electric Power Service Corporation, an AEP service subsidiary providing management and professional services to AEP and its subsidiaries. | |||||||
| AEPTCo | AEP Transmission Company, LLC, a wholly-owned subsidiary of AEP Transmission Holdco, is an intermediate holding company that owns the State Transcos. | |||||||
| AEPTCo Parent | AEP Transmission Company, LLC, the holding company of the State Transcos within the AEPTCo consolidation. | |||||||
| AEPTHCo | AEP Transmission Holding Company, LLC, a subsidiary of AEP, an intermediate holding company that owns transmission operations joint ventures and AEPTCo. | |||||||
| AFUDC | Allowance for Equity Funds Used During Construction. | |||||||
| AGR | AEP Generation Resources Inc., a competitive AEP subsidiary in the Generation & Marketing segment. | |||||||
| ALJ | Administrative Law Judge. | |||||||
| AOCI | Accumulated Other Comprehensive Income. | |||||||
| 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. | |||||||
| Appalachian Consumer Rate Relief Funding | Appalachian Consumer Rate Relief Funding LLC, a wholly-owned subsidiary of APCo and a consolidated VIE formed for the purpose of issuing and servicing securitization bonds related to the under-recovered ENEC deferral balance. | |||||||
| APTCo | AEP Appalachian Transmission Company, Inc., a wholly-owned AEPTCo transmission subsidiary. | |||||||
| APSC | Arkansas Public Service Commission. | |||||||
i
| Term | Meaning | |||||||
| ARO | Asset Retirement Obligations. | |||||||
| ASU | Accounting Standards Update. | |||||||
| ATM | At-the-Market. | |||||||
| BHE | Berkshire Hathaway Energy. | |||||||
| CAA | Clean Air Act. | |||||||
| CAMT | Corporate Alternative Minimum Tax. | |||||||
| CCR | Coal Combustion Residual. | |||||||
| CEO | Chief Executive Officer. | |||||||
| CLECO | Central Louisiana Electric Company, a nonaffiliated utility company. | |||||||
| CO2 | Carbon dioxide and other greenhouse gases. | |||||||
| CODM | Chief Operating Decision Maker. | |||||||
| Cook Plant | Donald C. Cook Nuclear Plant, a two-unit, 2,296 MW nuclear plant owned by I&M. | |||||||
| CRES Provider | Competitive Retail Electric Service providers under Ohio law that target retail customers by offering alternative generation service. | |||||||
| CSAPR | Cross-State Air Pollution Rule. | |||||||
| CSPCo | Columbus Southern Power Company, a former AEP electric utility subsidiary that was merged into OPCo effective December 31, 2011. | |||||||
| CWIP | Construction Work in Progress. | |||||||
| DCC Fuel | DCC Fuel XIV, DCC Fuel XV, DCC Fuel XVI, DCC Fuel XVII, DCC Fuel XVIII, DCC Fuel XIX and DCC Fuel XX consolidated VIEs formed for the purpose of acquiring, owning and leasing nuclear fuel to I&M. | |||||||
| DHLC | Dolet Hills Lignite Company, LLC, a wholly-owned lignite mining subsidiary of SWEPCo. | |||||||
| DIR | Distribution Investment Rider. | |||||||
| Diversion | Diversion, acquired in December 2024, consists of 201 MWs of wind generation in Texas. | |||||||
| DOE | U. S. Department of Energy. | |||||||
| EIS | Energy Insurance Services, Inc., a nonaffiliated captive insurance company and consolidated VIE of AEP. | |||||||
| ELG | Effluent Limitation Guidelines. | |||||||
| ENEC | Expanded Net Energy Cost. | |||||||
| Equity Units | AEP’s Equity Units issued in August 2020 and March 2019. | |||||||
| ERCOT | Electric Reliability Council of Texas regional transmission organization. | |||||||
| ESP | Electric Security Plans, a PUCO requirement for electric utilities to adjust their rates by filing with the PUCO. | |||||||
| ETT | Electric Transmission Texas, LLC, an equity interest joint venture between AEP Transmission Holdco and Berkshire Hathaway Energy Company formed to own and operate electric transmission facilities in ERCOT. | |||||||
| Excess ADIT | Excess accumulated deferred income taxes. | |||||||
| FAC | Fuel Adjustment Clause. | |||||||
| FASB | Financial Accounting Standards Board. | |||||||
| Federal EPA | United States Environmental Protection Agency. | |||||||
| FERC | Federal Energy Regulatory Commission. | |||||||
| FGD | Flue Gas Desulfurization or scrubbers. | |||||||
| FIP | Federal Implementation Plan. | |||||||
| FTR | Financial Transmission Right, a financial instrument that entitles the holder to receive compensation for certain congestion-related transmission charges that arise when the power grid is congested resulting in differences in locational prices. | |||||||
| GAAP | Generally Accepted Accounting Principles in the United States of America. | |||||||
| GHG | Greenhouse gas. | |||||||
| G&M | Generation & Marketing. |
ii
| Term | Meaning | |||||||
| I&M | Indiana Michigan Power Company, an AEP electric utility subsidiary. I&M engages in the generation, transmission and distribution of electric power to retail customers in northern and eastern Indiana and southwestern Michigan. | |||||||
| IMTCo | AEP Indiana Michigan Transmission Company, Inc., a wholly-owned AEPTCo transmission subsidiary. | |||||||
| IRA | On August 16, 2022 President Biden signed into law legislation commonly referred to as the “Inflation Reduction Act” (IRA). | |||||||
| IRC | Internal Revenue Code. | |||||||
| IRP | Integrated Resource Plan. | |||||||
| IRS | Internal Revenue Service. | |||||||
| ITC | Investment Tax Credit. | |||||||
| IURC | Indiana Utility Regulatory Commission. | |||||||
| KGPCo | Kingsport Power Company, an AEP electric utility subsidiary. 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. KPCo engages in the generation, transmission and distribution of electric power to retail customers in eastern Kentucky. | |||||||
| KPSC | Kentucky Public Service Commission. | |||||||
| KTCo | AEP Kentucky Transmission Company, Inc., a wholly-owned AEPTCo transmission subsidiary. | |||||||
| kV | Kilovolt. | |||||||
| KWh | Kilowatt-hour. | |||||||
| Liberty | Liberty Utilities Co., a subsidiary of Algonquin Power & Utilities Corporation. | |||||||
| LPSC | Louisiana Public Service Commission. | |||||||
| MATS | Mercury and Air Toxic Standards. | |||||||
| Maverick | Maverick, part of the North Central Wind Energy Facilities, consists of 287 MWs of wind generation in Oklahoma. | |||||||
| MISO | Midcontinent Independent System Operator. | |||||||
| Mitchell Plant | A two unit, 1,560 MW coal-fired power plant located in Moundsville, West Virginia. The plant is jointly owned by KPCo and WPCo. | |||||||
| MMBtu | Million British Thermal Units. | |||||||
| MPSC | Michigan Public Service Commission. | |||||||
| MTM | Mark-to-Market. | |||||||
| MW | Megawatt. | |||||||
| MWh | Megawatt-hour. | |||||||
| NAAQS | National Ambient Air Quality Standards. | |||||||
| NCWF | North Central Wind Energy Facilities, a joint PSO and SWEPCo project, which includes three Oklahoma wind facilities totaling approximately 1,484 MWs of wind generation. | |||||||
| NERC | North American Electric Reliability Corporation. | |||||||
| Net Zero | Represents net-zero Scope 1 and Scope 2 GHG emissions by 2045. | |||||||
| NMRD | New Mexico Renewable Development, LLC. | |||||||
| Nonutility Money Pool | Centralized funding mechanism AEP uses to meet the short-term cash requirements of certain nonutility subsidiaries. | |||||||
| NOL | Net operating losses. | |||||||
| NOLC | Net operating loss carryforward. | |||||||
| NOx | Nitrogen Oxide. | |||||||
| NRC | Nuclear Regulatory Commission. | |||||||
| OATT | Open Access Transmission Tariff. | |||||||
| OCC | Corporation Commission of the State of Oklahoma. | |||||||
| OHTCo | AEP Ohio Transmission Company, Inc., a wholly-owned AEPTCo transmission subsidiary. | |||||||
iii
| Term | Meaning | |||||||
| OKTCo | AEP Oklahoma Transmission Company, Inc., a wholly-owned AEPTCo transmission subsidiary. | |||||||
| OPCo | Ohio Power Company, an AEP electric utility subsidiary. OPCo engages in the transmission and distribution of electric power to retail customers in Ohio. | |||||||
| OPEB | Other Postretirement Benefits. | |||||||
| Operating Agreement | Agreement, dated January 1, 1997, as amended, by and among PSO and SWEPCo governing generating capacity allocation, energy pricing, and revenues and costs of third-party sales. AEPSC acts as the agent. | |||||||
| OTC | Over-the-counter. | |||||||
| OVEC | Ohio Valley Electric Corporation, which is 43.47% owned by AEP. | |||||||
| Parent | American Electric Power Company, Inc., the equity owner of AEP subsidiaries within the AEP consolidation. | |||||||
| PCA | Power Coordination Agreement among APCo, I&M, KPCo and WPCo. | |||||||
| PFD | Proposal for Decision. | |||||||
| PJM | Pennsylvania – New Jersey – Maryland regional transmission organization. | |||||||
| PLR | Private Letter Ruling. | |||||||
| PM | Particulate Matter. | |||||||
| PPA | Power Purchase Agreement. | |||||||
| PSA | Purchase and Sale Agreement. | |||||||
| PSO | Public Service Company of Oklahoma, an AEP electric utility subsidiary. PSO engages in the generation, transmission and distribution of electric power to retail customers in eastern and southwestern Oklahoma. | |||||||
| PTC | Production Tax Credit. | |||||||
| PUCO | Public Utilities Commission of Ohio. | |||||||
| PUCT | Public Utility Commission of Texas. | |||||||
| Registrant Subsidiaries | AEP subsidiaries which are SEC registrants: AEP Texas, AEPTCo, APCo, I&M, OPCo, PSO and SWEPCo. | |||||||
| Registrants | SEC registrants: AEP, AEP Texas, AEPTCo, APCo, I&M, OPCo, PSO and SWEPCo. | |||||||
| REP | Texas Retail Electric Provider. | |||||||
| Restoration Funding | AEP Texas Restoration Funding LLC, a wholly-owned subsidiary of AEP Texas and a consolidated VIE formed for the purpose of issuing and servicing securitization bonds related to storm restoration in Texas primarily caused by Hurricane Harvey. | |||||||
| Risk Management Contracts | Trading and non-trading derivatives, including those derivatives designated as cash flow and fair value hedges. | |||||||
| Rockport Plant | A generation plant, jointly-owned by AEGCo and I&M, consisting of two 1,310 MW coal-fired generating units near Rockport, Indiana. | |||||||
| ROE | Return on Equity. | |||||||
| RPM | Reliability Pricing Model. | |||||||
| RTO | Regional Transmission Organization, responsible for moving electricity over large interstate areas. | |||||||
| Sabine | Sabine Mining Company, a lignite mining company that is a consolidated VIE for AEP and SWEPCo. | |||||||
| SEC | U.S. Securities and Exchange Commission. | |||||||
| Sempra Renewables LLC | Sempra Renewables LLC, acquired in April 2019 (subsequently renamed as AEP Wind Holdings LLC), consists of 724 MWs of wind generation and battery assets in the United States. | |||||||
| SIP | State Implementation Plan. | |||||||
| SNF | Spent Nuclear Fuel. | |||||||
| SO2 | Sulfur dioxide. | |||||||
| SPP | Southwest Power Pool regional transmission organization. | |||||||
| SSO | Standard service offer. |
iv
| Term | Meaning | |||||||
| State Transcos | AEPTCo’s seven wholly-owned, FERC regulated, transmission only electric utilities, which are geographically aligned with AEP's existing utility operating companies. | |||||||
| Storm Recovery Funding | SWEPCo Storm Recovery Funding LLC, a wholly-owned subsidiary of SWEPCo and consolidated VIE formed for the purpose of issuing and servicing securitization bonds related to storm restoration in Louisiana. | |||||||
| Sundance | Sundance, acquired in April 2021 as part of the North Central Wind Energy Facilities, consists of 199 MWs of wind generation in Oklahoma. | |||||||
| 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. | |||||||
| SWTCo | AEP Southwestern Transmission Company, Inc., a wholly-owned AEPTCo transmission subsidiary. | |||||||
| TA | Transmission Agreement, effective November 2010, among APCo, I&M, KGPCo, KPCo, OPCo and WPCo with AEPSC as agent. | |||||||
| Tax Reform | On December 22, 2017, President Trump signed into law legislation referred to as the “Tax Cuts and Jobs Act” (the TCJA). The TCJA includes significant changes to the Internal Revenue Code of 1986, including a reduction in the corporate federal income tax rate from 35% to 21% effective January 1, 2018. | |||||||
| TCA | Transmission Coordination Agreement dated January 1, 1997, by and among, PSO, SWEPCo and AEPSC, in connection with the operation of the transmission assets of the two public utility subsidiaries. | |||||||
| T&D | Transmission and Distribution Utilities. | |||||||
| Transition Funding | AEP Texas Central Transition Funding III LLC, a wholly-owned subsidiary of AEP Texas and consolidated VIE formed for the purpose of issuing and servicing securitization bonds related to restructuring legislation in Texas. | |||||||
| Transource Energy | Transource Energy, LLC, a consolidated VIE formed for the purpose of investing in utilities which develop, acquire, construct, own and operate transmission facilities in accordance with FERC-approved rates. | |||||||
| Traverse | Traverse, part of the North Central Wind Energy Facilities, consists of 998 MWs of wind generation in Oklahoma. | |||||||
| Turk Plant | John W. Turk, Jr. Plant, a 650 MW coal-fired plant in Arkansas that is 73% owned by SWEPCo. | |||||||
| UMWA | United Mine Workers of America. | |||||||
| UPA | Unit Power Agreement. | |||||||
| Utility Money Pool | Centralized funding mechanism AEP uses to meet the short-term cash requirements of certain utility subsidiaries. | |||||||
| VIE | Variable Interest Entity. | |||||||
| Virginia SCC | Virginia State Corporation Commission. | |||||||
| VIU | Vertically Integrated Utilities. | |||||||
| WPCo | Wheeling Power Company, an AEP electric utility subsidiary. WPCo provides electric service to retail customers in northern West Virginia. | |||||||
| WVPSC | Public Service Commission of West Virginia. | |||||||
| WVTCo | AEP West Virginia Transmission Company, Inc., a wholly-owned AEPTCo transmission subsidiary. |
.
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FORWARD-LOOKING INFORMATION
This report made by the Registrants contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934. Many forward-looking statements appear in “Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations,” but there are others throughout this document which may be identified by words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “will,” “should,” “could,” “would,” “project,” “continue” and similar expressions, and include statements reflecting future results or guidance and statements of outlook. These matters are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Forward-looking statements in this document are presented as of the date of this document. Except to the extent required by applicable law, management undertakes no obligation to update or revise any forward-looking statement. Among the factors that could cause actual results to differ materially from those in the forward-looking statements are:
| • | Changes in economic conditions, electric market demand and demographic patterns in AEP service territories. | ||||
| • | The economic impact of increased global conflicts and trade tensions, and the adoption or expansion of economic sanctions, tariffs or trade restrictions. | ||||
| • | Inflationary or deflationary interest rate trends. | ||||
| • | New legislation adopted in the states in which we operate that alters the regulatory framework or that prevents the timely recovery of costs and investments. | ||||
| • | Volatility and disruptions in financial markets precipitated by any cause, including fiscal and monetary policy, turmoil related to federal budget or debt ceiling matters or instability in the banking industry; particularly developments affecting the availability or cost of capital to finance new capital projects and refinance existing debt. | ||||
| • | The availability and cost of funds to finance working capital and capital needs, particularly (a) if expected sources of capital such as proceeds from the sale of assets, subsidiaries and tax credits and anticipated securitizations do not materialize or do not materialize at the level anticipated, and (b) during periods when the time lag between incurring costs and recovery is long and the costs are material. | ||||
| • | Shifting demand for electricity. | ||||
| • | The impact of extreme weather conditions, natural disasters and catastrophic events such as storms, drought conditions and wildfires that pose significant risks including potential litigation and the inability to recover significant damages and restoration costs incurred. | ||||
| • | Limitations or restrictions on the amounts and types of insurance available to cover losses that might arise in connection with natural disasters or operations. | ||||
| • | The cost of fuel and its transportation, the creditworthiness and performance of parties who supply and transport fuel and the cost of storing and disposing of used fuel, including coal ash and SNF. | ||||
| • | The availability of fuel and necessary generation capacity and the performance of generation plants. | ||||
| • | The ability to recover fuel and other energy costs through regulated or competitive electric rates. | ||||
| • | The ability to build or acquire generation (including from renewable sources), transmission lines and facilities (including the ability to obtain any necessary regulatory approvals and permits) to meet the demand for electricity at acceptable prices and terms, including favorable tax treatment, cost caps imposed by regulators and other operational commitments to regulatory commissions and customers for generation projects, and to recover all related costs. | ||||
| • | The disruption of AEP’s business operations due to impacts on economic or market conditions, costs of compliance with potential government regulations, electricity usage, supply chain issues, customers, service providers, vendors and suppliers caused by pandemics, natural disasters or other events. | ||||
| • | New legislation, litigation or government regulation, including changes to tax laws and regulations, oversight of nuclear generation, energy commodity trading and new or modified requirements related to emissions of sulfur, nitrogen, mercury, carbon, soot or PM and other substances that could impact the continued operation, cost recovery and/or profitability of generation plants and related assets. | ||||
| • | The impact of federal tax legislation, including potential changes to existing tax incentives, on results of operations, financial condition, cash flows or credit ratings. | ||||
| • | The risks before, during and after generation of electricity associated with the fuels used or the by-products and wastes of such fuels, including coal ash and SNF. | ||||
| • | Timing and resolution of pending and future rate cases, negotiations and other regulatory decisions, including rate or other recovery of new investments in generation, distribution and transmission service and environmental compliance. | ||||
| • | Resolution of litigation or regulatory proceedings or investigations. | ||||
| • | The ability to efficiently manage and recover operation, maintenance and development project costs. | ||||
| • | Prices and demand for power generated and sold at wholesale. | ||||
| • | Changes in technology, particularly with respect to energy storage and new, developing, alternative or distributed sources of generation. |
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| • | The ability to recover through rates any remaining unrecovered investment in generation units that may be retired before the end of their previously projected useful lives. | ||||
| • | Volatility and changes in markets for coal and other energy-related commodities, particularly changes in the price of natural gas. | ||||
| • | The impact of changing expectations and demands of customers, regulators, investors and stakeholders, including development, adoption, and use of artificial intelligence by us, our customers and our third party vendors and evolving expectations related to environmental, social and governance concerns. | ||||
| • | Changes in utility regulation and the allocation of costs within RTOs including ERCOT, PJM and SPP. | ||||
| • | Changes in the creditworthiness of the counterparties with contractual arrangements, including participants in the energy trading market. | ||||
| • | Actions of rating agencies, including changes in the ratings of debt. | ||||
| • | The impact of volatility in the capital markets on the value of the investments held by the pension, OPEB, captive insurance entity and nuclear decommissioning trust and the impact of such volatility on future funding requirements. | ||||
| • | Accounting standards periodically issued by accounting standard-setting bodies. | ||||
| • | Other risks and unforeseen events, including wars and military conflicts, the effects of terrorism (including increased security costs), embargoes, cybersecurity threats, labor strikes impacting material supply chains, global information technology disruptions and other catastrophic events. | ||||
| • | The ability to attract and retain the requisite work force and key personnel. |
The forward-looking statements of the Registrants speak only as of the date of this report or as of the date they are made. The Registrants expressly disclaim any obligation to update any forward-looking information, except as required by law. For a more detailed discussion of these factors, see “Risk Factors” in Part I of this report.
The Registrants may use AEP’s website as a distribution channel for material company information. Financial and other important information regarding the Registrants is routinely posted on and accessible through AEP’s website at www.aep.com/investors/. In addition, you may automatically receive email alerts and other information about the Registrants when you enroll your email address by visiting the “Email Alerts” section at www.aep.com/investors/.
Company Website and Availability of SEC Filings
Our principal corporate website address is www.aep.com. Information on our website is not incorporated by reference herein and is not part of this Form 10-K. We make available free of charge through our website our Annual Report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after such documents are electronically filed with, or furnished to, the SEC. The SEC maintains a website at www.sec.gov that contains reports, proxy and information statements and other information regarding AEP.
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PART I