American Electric Power 10-Q 2026-03-31

Filed 2026-05-05. 8 sections, 842K characters. Original on sec.gov · Markdown · JSON

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For The Quarterly Period Ended March 31, 2026

☐ 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


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 registrants were 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 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 H(1)(a) and (b) of Form

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Item 1. Legal Proceedings

For a discussion of material legal proceedings, see Note 5 - Commitments, Guarantees and Contingencies for additional information.

Item 1A. Risk Factors

The Annual Report on Form 10-K for the year ended December 31, 2025 includes a detailed discussion of risk factors. As of March 31, 2026, there have been no material changes to the risk factors previously disclosed in AEP’s 2025 Annual Report on Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

During the three months ended March 31, 2026, 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).

On April 30, 2026, AEP amended and restated two existing credit agreements: (a) a three-year $1,000,000,000 facility due in March 2027 was amended and restated to become a three-year $1,500,000,000 facility due in April 2029, and (b) a five-year $5,000,000,000 facility due in March 2029 was amended and restated to become a five-year $6,500,000,000 facility due in April 2031 (each a “Credit Agreement” and, collectively, the “Credit Agreements”). Each Credit Agreement is among AEP, the certain respective Lenders named therein, and Wells Fargo Bank, National Association, as Administrative Agent.

Borrowings and letters of credit issued under the Credit Agreements are subject to a variable interest rate and are available upon customary terms and conditions for facilities of this type. The Credit Agreements contain certain covenants and require AEP to maintain its percentage of debt to total capitalization at a level that does not exceed 67.5%. The method for calculating outstanding debt and other capital is contractually defined in the Credit Agreements. Nonperformance by AEP of any covenant could result in an event of default under either Credit Agreement. The acceleration of AEP’s payment obligations, or the obligations of certain of its respective subsidiaries, prior to maturity under any other agreement or instrument relating to debt outstanding in excess of $100 million would cause an event of default under each Credit Agreement and permit the lenders to declare AEP’s outstanding amounts payable. The Credit Agreements do not permit the lenders to refuse a draw on either facility if a material adverse change occurs.

Item 6. Exhibits

The documents designated with an (*) below have previously been filed on behalf of the Registrants shown and are incorporated herein by reference to the documents indicated and made a part hereof:


Exhibit	Description	Previously Filed as Exhibit to:

AEP‡ File No. 1-3525

*3(b)(2)	Amended By-Laws of AEP, as amended April 28, 2026 and effective May 1, 2026.	Form 8-K dated April 2 8 , 2026, Exhibit 3 .2





AEP Texas‡ File No. 3-221643


*4(a)	Company Order and Officers’ Certificate between AEP Texas and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated March 12, 2026, establishing terms of the 5.20% Senior Notes, Series Q, due 2036.	Form 8-K dated March 10, 2026, Exhibit 4(a)







I&M‡ File No. 1-3570

*4(a)	Company Order and Officers’ Certificate between I&M and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated February 20, 2026, establishing terms of the 5.60% Senior Notes, Series Q, due 2056.	Form 8-K dated February 18, 2026, Exhibit 4(a)



SWEPCo‡ File No. 1-3146

*4(a)(1)	Amended and Restated Sixteenth Supplemental Indenture, dated as of March 1, 2026, between SWEPCo and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated March 1, 2026, establishing terms of the 5.30% Senior Notes, Series P, due 2033.	Form 8-K dated March 5, 2026, Exhibit 4(a)(1)

*4(a)(2)	Seventeenth Supplemental Indenture, dated as of March 1, 2026, between SWEPCo and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated March 1, 2026, establishing terms of the 5.20% Senior Notes, Series Q, due 2036.	Form 8-K dated March 5, 2026, Exhibit 4(a)(2)

*4(a)(3)	Eighteenth Supplemental Indenture, dated as of March 1, 2026, between SWEPCo and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated March 1, 2026, establishing terms of the 5.90% Senior Notes, Series R, due 2056.	Form 8-K dated March 5, 2026, Exhibit 4(a)(3)

The exhibits designated with an (X) in the table below are being filed on behalf of the Registrants.


Exhibit	Description	AEP	AEP Texas	AEPTCo	APCo	I&M	OPCo	PSO	SWEPCo



4(a)	$6,500,000,000 Seventh Amended and Restated Credit Agreement, dated April 30, 2026, among AEP, Initial Lenders and Wells Fargo Bank National Association as Administrative Agent.	X
4(b)	$1,500,000,000 Second Amended and Restated Credit Agreement, dated April 30, 2026, among AEP, Initial Lenders and Wells Fargo Bank National Association as Administrative Agent.	X

31(a)	Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	X	X	X	X	X	X	X	X
31(b)	Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	X	X	X	X	X	X	X	X
32(a)	Certification of Chief Executive Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code	X	X	X	X	X	X	X	X


Exhibit	Description	AEP	AEP Texas	AEPTCo	APCo	I&M	OPCo	PSO	SWEPCo
32(b)	Certification of Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code	X	X	X	X	X	X	X	X
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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. The signature for each undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.

AMERICAN ELECTRIC POWER COMPANY, INC.

By: /s/ Kate Dixon

Kate Dixon

Senior Vice President, Controller and Chief Accounting Officer

(Principal Accounting Officer and Authorized Signatory)

AEP TEXAS INC.

AEP TRANSMISSION COMPANY, LLC

APPALACHIAN POWER COMPANY

INDIANA MICHIGAN POWER COMPANY

OHIO POWER COMPANY

PUBLIC SERVICE COMPANY OF OKLAHOMA

SOUTHWESTERN ELECTRIC POWER COMPANY

By: /s/ Kate Dixon

Kate Dixon

Chief Accounting Officer

(Principal Accounting Officer and Authorized Signatory)

Date: May 5, 2026