Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)Financial Statements.

Financial Statements and Schedules:						Page
Consolidated Balance Sheets as of December 31, 2023 and 2022						119
Consolidated Statements of Operations for the years ended December 31, 2023, 2022 and 2021						120
Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 2023, 2022 and 2021						121
Consolidated Statements of Changes in Equity for the years ended December 31, 2023, 2022 and 2021						122
Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021						123
Notes to Consolidated Financial Statements						125
Schedules						S-2-S-7

(b)Exhibits.

3.1						Sixth Restated Certificate of Incorporation of The AES Corporation is incorporated herein by reference to Exhibit 3.1 of the Company's Form 10-K for the year ended December 31, 2008.
3.2						Amended and Restated By-Laws of The AES Corporation, incorporated herein by reference to Exhibit 3.2 of the Company's Form 10-Q for the quarter ended June 30, 2023.
4						There are numerous instruments defining the rights of holders of long-term indebtedness of the Registrant and its consolidated subsidiaries, none of which exceeds ten percent of the total assets of the Registrant and its subsidiaries on a consolidated basis. The Registrant hereby agrees to furnish a copy of any of such agreements to the Commission upon request. Since these documents are not required filings under Item 601 of Regulation S-K, the Company has elected to file certain of these documents as Exhibits 4.(a)—4.(i).
4.(a)						Senior Indenture, dated as of December 8, 1998, between The AES Corporation and Wells Fargo Bank, National Association, as successor to Bank One, National Association (formerly known as The First National Bank of Chicago) is incorporated herein by reference to Exhibit 4.01 of the Company's Form 8-K filed on December 11, 1998 (SEC File No. 001-12291).
4.(b)						Ninth Supplemental Indenture, dated as of April 3, 2003, between The AES Corporation and Wells Fargo Bank, National Association (as successor by consolidation to Wells Fargo Bank Minnesota, National Association) is incorporated herein by reference to Exhibit 4.6 of the Company's Form S-4 filed on December 7, 2007.
4.(c)						Twenty-Fourth Supplemental Indenture, dated March 15, 2018, between The AES Corporation and Deutsche Bank Trust Company Americas, as Trustee is incorporated herein by reference to Exhibit 4.1 of the Company's Form 8-K filed on March 21, 2018.
4.(d)						Indenture, dated May 27, 2020, between The AES Corporation and Deutsche Bank Trust Company Americas, as Trustee is incorporated herein by reference to Exhibit 4.1 of the Company's Form 8-K filed on May 27, 2020.
4.(e)						Twenty-Fifth Supplemental Indenture, dated June 5, 2020, between The AES Corporation and Deutsche Bank Trust Company Americas, as Trustee is incorporated herein by reference to Exhibit 4.1 of the Company's Form 8-K filed on June 8, 2020.
4.(f)						Twenty-Sixth Supplemental Indenture, dated December 4, 2020, between The AES Corporation and Deutsche Bank Trust Company Americas, as Trustee is incorporated herein by reference to Exhibit 4.1 of the Company's Form 8-K filed on December 4, 2020.
4.(g)						Twenty-Seventh Supplemental Indenture, dated December 7, 2020, between The AES Corporation and Deutsche Bank Trust Company Americas, as Trustee is incorporated herein by reference to Exhibit 4.1 of the Company's Form 8-K filed on December 7, 2020.
4.(h)						Twenty-Eighth Supplemental Indenture, dated May 17, 2023, between The AES Corporation and Deutsche Bank Trust Company Americas, as Trustee is incorporated herein by reference to Exhibit 4.1 of the Company's Form 8-K filed on May 17, 2023.
4.(i)						Description of the Registrant's Securities is incorporated herein by reference to Exhibit 4.(k) of the Company's Form 10-K for the year ended December 31, 2020.is incorporated herein by reference to Exhibit 4.(k) of the Company's Form 10-K for the year ended December 31, 2020.
10.1						Deferred Compensation Plan for Directors, as amended and restated, on February 17, 2012 is incorporated herein by reference to Exhibit 10.5 of the Company's Form 10-K for the year ended December 31, 2012.
10.2						The AES Corporation Stock Option Plan for Outside Directors, as amended and restated, on December 7, 2007 is incorporated herein by reference to Exhibit 10.6 of the Company's Form 10-K for the year ended December 31, 2012.
10.3						Second Amended and Restated Deferred Compensation Plan for Directors is incorporated herein by reference to Exhibit 10.13 of the Company's Form 10-K for the year ended December 31, 2000 (SEC File No. 001-12291).
10.4						The AES Corporation 2001 Non-Officer Stock Option Plan is incorporated herein by reference to Exhibit 10.12 of the Company's Form 10-K for the year ended December 31, 2002 (SEC File No. 001-12291).
10.5						The AES Corporation 2003 Long Term Compensation Plan, as Amended and Restated, dated October 11, 2023 (filed herewith).
10.6						Form of AES Nonqualified Stock Option Award Agreement under The AES Corporation 2003 Long Term Compensation Plan (Outside Directors) is incorporated herein by reference to Exhibit 10.2 of the Company's Form 8-K filed on April 27, 2010.
10.7						Form of AES Performance Stock Unit Award Agreement under The AES Corporation 2003 Long Term Compensation Plan for the year ended December 31, 2023 (filed herewith)
10.8						Form of AES Restricted Stock Unit Award Agreement under The AES Corporation 2003 Long Term Compensation Plan for the year ended December 31, 2023 (filed herewith).

197 | 2023 Annual Report

10.9						Form of AES Performance Cash Unit Award Agreement under The AES Corporation 2003 Long Term Compensation Plan for the year ended December 31, 2023 (filed herewith).
10.10						Form of AES Nonqualified Stock Option Award Agreement under The AES Corporation 2003 Long Term Compensation Plan is incorporated herein by reference to Exhibit 10.4 of the Company's Form 10-Q for the quarter ended June 30, 2015.
10.11						Form of AES Performance Cash Unit Award Agreement under The AES Corporation 2003 Long Term Compensation Plan for the year ended December 31, 2023 (filed herewith).
10.12						The AES Corporation Restoration Supplemental Retirement Plan, as amended and restated, effective October 10, 2023 (filed herewith).
10.13						The AES Corporation International Retirement Plan, as amended and restated on December 29, 2008 is incorporated herein by reference to Exhibit 10.16 of the Company's Form 10-K for the year ended December 31, 2008.
10.13A						Amendment to The AES Corporation International Retirement Plan, dated December 9, 2011 is incorporated herein by reference to Exhibit 10.18A of the Company's Form 10-K for the year ended December 31, 2012.
10.14						The AES Corporation Amended and Restated Executive Severance Plan and Summary Plan Description dated October 10, 2023 (filed herewith).
10.15						The AES Corporation Performance Incentive Plan, as Amended and Restated on October 10, 2023.
10.16						The AES Corporation Deferred Compensation Program For Directors dated February 17, 2012 is incorporated herein by reference to Exhibit 10.22 of the Company's Form 10-K filed on December 31, 2011.
10.17						Form of Retroactive Consent to Provide for Double-Trigger Change-In-Control Transactions is incorporated herein by reference to Exhibit 10.7 of the Company's Form 10-Q for the period ended June 30, 2015.
10.18						Seventh Amended and Restated Credit and Reimbursement Agreement dated as of December 20, 2019 among The AES Corporation, a Delaware corporation, the Banks listed on the signature pages thereof, Citibank, N.A., as Administrative Agent and Collateral Agent, and Citibank, N.A., Mizuho Bank Ltd. and Crédit Agricole Corporate and Investment Bank, as Joint Lead Arrangers and Joint Book Runners is incorporated herein by reference to Exhibit 10.1.A of the Company's Form 8-K filed on December 23, 2019.
10.19						Eight Amended and Restated Credit Agreement dated as of September 24, 2021 among The AES Corporation, a Delaware corporation, the lenders listed on the signature pages thereof, Citibank, N.A., as Administrative Agent and Citibank, N.A., Mizuho Bank Ltd. and Sumitomo Mitsui Banking Corporation, as Joint Lead Arrangers, incorporated herein by reference to Exhibit 10.1 of the Company’s Form 8-K filed on September 28, 2021 (SEC File No. 001-12291).
10.20						Form of Director and Officer Indemnification Agreement is incorporated herein by reference to Exhibit 10.30 of the Company's Form 10-Q for the period ended September 30, 2022.
10.21						Amendment No. 1 to the Credit Agreement dated as of August 23, 2022 among The AES Corporation, a Delaware corporation, the lenders listed on the signature pages thereof, and Citibank, N.A., as Administrative Agent is incorporated herein by reference to Exhibit 10.31 of the Company's Form 10-Q for the period ended September 30, 2022.
10.22						Term Loan Agreement dated as of September 30, 2022 among The AES Corporation as Borrower, the banks named herein as Banks, and Sumitomo Mitsui Banking Corporation as Administrative Agent is incorporated herein by reference to Exhibit 10.32 of the Company's Form 10-Q for the period ended September 30, 2022.
10.23						Form of AES Non-Executive Restricted Stock Unit Award Agreement under the AES Corporation 2003 Long Term Compensation Plan for the year ended December 31, 2023 (filed herewith).
21.1						Subsidiaries of The AES Corporation (filed herewith).
23.1						Consent of Independent Registered Public Accounting Firm, Ernst & Young LLP (filed herewith).
24						Powers of Attorney (filed herewith).
31.1						Rule 13a-14(a)/15d-14(a) Certification of Andrés Gluski (filed herewith).
31.2						Rule 13a-14(a)/15d-14(a) Certification of Stephen Coughlin (filed herewith).
32.1						Section 1350 Certification of Andrés Gluski (filed herewith).
32.2						Section 1350 Certification of Stephen Coughlin (filed herewith).
97						Amended and Restated Compensation Recoupment Policy, effective October 6, 2023.
101						The AES Corporation Annual Report on Form 10-K for the year ended December 31, 2022, formatted in Inline XBRL (Inline Extensible Business Reporting Language): (i) the Cover Page, (ii) Consolidated Balance Sheets, (iii) Consolidated Statements of Operations, (iv) Consolidated Statements of Comprehensive Income (Loss), (v) Consolidated Statements of Changes in Equity, (vi) Consolidated Statements of Cash Flows, and (vii) Notes to Consolidated Financial Statements. The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

(c)Schedule

Schedule I—Financial Information of Registrant

198 | 2023 Annual Report

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

						THE AES CORPORATION (Company)
Date:			February 26, 2024			By:						/s/ ANDRÉS GLUSKI
						Name:						Andrés Gluski
												President, Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the Company and in the capacities and on the dates indicated.

Name						Title						Date
*						President, Chief Executive Officer (Principal Executive Officer) and Director
Andrés Gluski									February 26, 2024
*						Director
Gerard M. Anderson									February 26, 2024
*						Director
Inderpal S. Bhandari									February 26, 2024
*						Director
Janet G. Davidson									February 26, 2024
*						Director
Tarun Khanna									February 26, 2024
*						Director
Holly K. Koeppel									February 26, 2024
*						Director
Julia M. Laulis									February 26, 2024
*****						Director
Alain Monié									February 26, 2024
*						Chairman of the Board and Lead Independent Director
John B. Morse									February 26, 2024
*						Director
Moisés Naím									February 26, 2024
*						Director
Teresa M. Sebastian									February 26, 2024
*						Director
Maura Shaughnessy									February 26, 2024
/s/ STEPHEN COUGHLIN						Executive Vice President and Chief Financial Officer (Principal Financial Officer)
Stephen Coughlin									February 26, 2024
/s/ SHERRY L. KOHAN						Senior Vice President and Chief Accounting Officer (Principal Accounting Officer)
Sherry L. Kohan									February 26, 2024

*By:			/s/ PAUL L. FREEDMAN						February 26, 2024
			Attorney-in-fact

S-1 | 2023 Annual Report

THE AES CORPORATION AND SUBSIDIARIES

INDEX TO FINANCIAL STATEMENT SCHEDULES

Schedule I—Condensed Financial Information of Registrant			S-2

Schedules other than that listed above are omitted as the information is either not applicable, not required, or has been furnished in the consolidated financial statements or notes thereto included in Item 8 hereof.

See Notes to Schedule I

S-2 | 2023 Annual Report

THE AES CORPORATION

SCHEDULE I CONDENSED FINANCIAL INFORMATION OF PARENT

BALANCE SHEETS

DECEMBER 31, 2023 AND 2022

						December 31,
						2023						2022
						(in millions)
ASSETS
Current Assets:
Cash and cash equivalents						$	33					$	24
Accounts and notes receivable from subsidiaries						1,248						169
Prepaid expenses and other current assets						51						47
Total current assets						1,332						240
Investment in and advances to subsidiaries and affiliates						6,735						7,204
Office Equipment:
Cost						14						16
Accumulated depreciation						(12)						(10)
Office equipment, net						2						6
Other Assets:
Deferred financing costs, net of accumulated amortization of $11 and $9, respectively						6						8
Other assets						44						117
Total other assets						50						125
Total assets						$	8,119					$	7,575
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable						$	44					$	33
Accounts and notes payable to subsidiaries						273						609
Accrued and other liabilities						284						319
Senior notes payable—current portion						200						—
Total current liabilities						801						961
Long-term Liabilities:
Debt						4,264						3,894
Accounts and notes payable to subsidiaries						158						—
Other long-term liabilities						408						283
Total long-term liabilities						4,830						4,177
Stockholders' equity:
Preferred stock						838						838
Common stock						8						8
Additional paid-in capital						6,355						6,688
Accumulated deficit						(1,386)						(1,635)
Accumulated other comprehensive loss						(1,514)						(1,640)
Treasury stock						(1,813)						(1,822)
Total stockholders' equity						2,488						2,437
Total liabilities and equity						$	8,119					$	7,575

See Notes to Schedule I.

S-3 | 2023 Annual Report

THE AES CORPORATION

SCHEDULE I CONDENSED FINANCIAL INFORMATION OF PARENT

STATEMENTS OF OPERATIONS

YEARS ENDED DECEMBER 31, 2023, 2022, AND 2021

For the Years Ended December 31,						2023						2022						2021
						(in millions)
Revenue from subsidiaries and affiliates						$	31					$	30					$	28
Equity in earnings of subsidiaries and affiliates						598						(280)						(47)
Interest income						44						28						20
General and administrative expenses						(129)						(140)						(121)
Other income						11						14						51
Other expense						—						—						(65)
Interest expense						(230)						(163)						(74)
Income (loss) before income taxes						325						(511)						(208)
Income tax expense						(76)						(35)						(201)
Net income (loss)						$	249					$	(546)					$	(409)

See Notes to Schedule I.

S-4 | 2023 Annual Report

THE AES CORPORATION

SCHEDULE I CONDENSED FINANCIAL INFORMATION OF PARENT

STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

YEARS ENDED DECEMBER 31, 2023, 2022, AND 2021

			2023						2022						2021
			(in millions)
NET INCOME (LOSS)			$	249					$	(546)					$	(409)
Foreign currency translation activity:
Foreign currency translation adjustments, net of $0 income tax for all periods			136						(37)						(86)
Reclassification to earnings, net of $0 income tax for all periods			—						—						3
Total foreign currency translation adjustments, net of tax			136						(37)						(83)
Derivative activity:
Change in derivative fair value, net of income tax benefit (expense) of $(7), $(198) and $8, respectively			55						645						(7)
Reclassification to earnings, net of income tax benefit (expense) of $9, $0 and $(73), respectively			(52)						44						254
Total change in fair value of derivatives, net of tax			3						689						247
Pension activity:
Prior service cost for the period, net of $0 income tax for all periods			1						—						—
Change in pension adjustments due to net actuarial gain (loss) for the period, net of income tax (expense) benefit of $1, $(2) and $(9), respectively			(4)						10						23
Reclassification of earnings, net of income tax expense of $0, $1 and $3, respectively			—						—						1
Total change in unfunded pension obligation			(3)						10						24
OTHER COMPREHENSIVE INCOME			136						662						188
COMPREHENSIVE INCOME (LOSS)			$	385					$	116					$	(221)

See Notes to Schedule I.

S-5 | 2023 Annual Report

THE AES CORPORATION

SCHEDULE I CONDENSED FINANCIAL INFORMATION OF PARENT

STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2023, 2022, AND 2021

For the Years Ended December 31,						2023						2022						2021
						(in millions)
Net cash provided by operating activities						$	608					$	434					$	570
Investing Activities:
Proceeds from the sale of business interests, net of expenses						474						157						64
Investment in and net advances to subsidiaries						(2,187)						(1,716)						(2,260)
Return of capital						1,185						907						698
Additions to property, plant and equipment						(9)						(10)						(14)
Net cash used in investing activities						(537)						(662)						(1,512)
Financing Activities:
(Repayments) borrowings under the revolver, net						(325)						(40)						295
Borrowings of notes payable and other coupon bearing securities						900						200						—
Loans from (repayments to) subsidiaries						(177)						465						—
Issuance of preferred stock						—						—						1,014
Proceeds from issuance of common stock						1						15						8
Common stock dividends paid						(444)						(422)						(401)
Payments for deferred financing costs						(14)						(4)						(4)
Sales to noncontrolling interests						—						—						(1)
Other financing						(3)						(2)						1
Net cash provided by (used in) financing activities						(62)						212						912
Increase (decrease) in cash and cash equivalents						9						(16)						(30)
Cash and cash equivalents, beginning						24						40						70
Cash and cash equivalents, ending						$	33					$	24					$	40
Supplemental Disclosures:
Cash payments for interest, net of amounts capitalized						$	178					$	125					$	79
Cash payments for income taxes, net of refunds						9						1						—

See Notes to Schedule I.

S-6 | 2023 Annual Report

THE AES CORPORATION

SCHEDULE I

NOTES TO SCHEDULE I

1. Application of Significant Accounting Principles

The Schedule I Condensed Financial Information of the Parent includes the accounts of The AES Corporation (the “Parent Company”) and certain holding companies.

ACCOUNTING FOR SUBSIDIARIES AND AFFILIATES — The Parent Company has accounted for the earnings of its subsidiaries on the equity method in the financial information.

INCOME TAXES — Positions taken on the Parent Company's income tax return which satisfy a more-likely-than-not threshold will be recognized in the financial statements. The income tax expense or benefit computed for the Parent Company reflects the tax assets and liabilities on a stand-alone basis and the effect of filing a consolidated U.S. income tax return with certain other affiliated companies.

ACCOUNTS AND NOTES RECEIVABLE FROM SUBSIDIARIES — Amounts have been shown in current or long-term assets based on terms in agreements with subsidiaries, but payment is dependent upon meeting conditions precedent in the subsidiary loan agreements.

2. Debt

Senior and Unsecured Notes and Loans Payable ($ in millions)

																		December 31,
						Interest Rate						Maturity						2023						2022
Senior Variable Rate Term Loan						SOFR + 1.125%						2024						$	200					$	200
Senior Unsecured Note						3.30%						2025						900						900
Senior Unsecured Note						1.375%						2026						800						800
Drawings on revolving credit facility						SOFR + 1.75%						2027						—						325
Senior Unsecured Note						5.45%						2028						900						—
Senior Unsecured Note						3.95%						2030						700						700
Senior Unsecured Note						2.45%						2031						1,000						1,000
Unamortized (discounts)/premiums & debt issuance (costs)																		(36)						(31)
Subtotal																		$	4,464					$	3,894
Less: Current maturities																		(200)						—
Noncurrent maturities																		$	4,264					$	3,894

FUTURE MATURITIES OF RECOURSE DEBT — As of December 31, 2023 scheduled maturities are presented in the following table (in millions):

December 31,			Annual Maturities
2024			$	200
2025			900
2026			800
2027			—
2028			900
Thereafter			1,700
Unamortized (discount)/premium & debt issuance (costs), net			(36)
Total debt			$	4,464

3. Dividends from Subsidiaries and Affiliates

Cash dividends received from consolidated subsidiaries were $1.4 billion, $832 million, and $894 million for the years ended December 31, 2023, 2022, and 2021, respectively. For the years ended December 31, 2023, 2022, and 2021, $474 million, $157 million, and $65 million, respectively, of the dividends paid to the Parent Company are derived from the sale of business interests and are classified as an investing activity for cash flow purposes. All other dividends are classified as operating activities. There were no cash dividends received from affiliates accounted for by the equity method for the years ended December 31, 2023, 2022, and 2021.

S-7 | 2023 Annual Report

4. Guarantees and Letters of Credit

GUARANTEES — In connection with certain project financing, acquisitions and dispositions, power purchases and other agreements, the Parent Company has expressly undertaken limited obligations and commitments, most of which will only be effective or will be terminated upon the occurrence of future events. These obligations and commitments, excluding those collateralized by letter of credit and other obligations discussed below, were limited as of December 31, 2023 by the terms of the agreements, to an aggregate of approximately $4 billion, representing 90 agreements with individual exposures ranging up to $970 million. These amounts exclude normal and customary representations and warranties in agreements for the sale of assets (including ownership in associated legal entities) where the associated risk is considered to be nominal.

LETTERS OF CREDIT — At December 31, 2023, the Parent Company had $124 million in letters of credit outstanding under the revolving credit facility, representing 17 agreements with individual exposures up to $40 million; $188 million in letters of credit outstanding under the unsecured credit facilities, representing 31 agreements with individual exposures ranging up to $70 million; and $235 million in letters of credit outstanding under bilateral agreements, representing 4 agreements with individual exposures ranging up to $64 million. During the year ended December 31, 2023, the Parent Company paid letter of credit fees ranging from 1% to 3% per annum on the outstanding amounts.