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, 2021
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________________ to ___________________

| Commission | Registrant; State of Incorporation; | I.R.S. Employer | |||||||||||||||||||||
| File Number | Address; and Telephone Number | Identification No. | |||||||||||||||||||||
| 333-21011 | FIRSTENERGY CORP | 34-1843785 | |||||||||||||||||||||
| (An | Ohio | Corporation) | |||||||||||||||||||||
| 76 South Main Street | |||||||||||||||||||||||
| Akron | OH | 44308 | |||||||||||||||||||||
| Telephone | (800) | 736-3402 | |||||||||||||||||||||
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
| Title of Each Class | Trading Symbol | Name of Each Exchange on Which Registered | ||||||||||||
| Common Stock, $0.10 par value per share | FE | New York Stock Exchange |
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
None.
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
| Yes | ☑ | No | ☐ |
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
| Yes | ☐ | No | ☑ |
Indicate by check mark whether the registrant (1) has 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 registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
| Yes | ☑ | No | ☐ |
Indicate by check mark whether the registrant has 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 | ☑ | No | ☐ |
Indicate by check mark whether the registrant 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 | ☑ | ||||
| Accelerated Filer | ☐ | ||||
| Non-accelerated Filer | ☐ | ||||
| Smaller Reporting Company | ☐ | ||||
| Emerging Growth Company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has 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. ☑
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
| Yes | ☐ | No | ☑ |
State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and ask price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter.
$20,228,791,176 as of June 30, 2021
Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date:
| CLASS | AS OF JANUARY 31, 2022 | |||||||
| Common Stock, $0.10 par value | 570,344,389 |
Documents Incorporated By Reference
| PART OF FORM 10-K INTO WHICH | ||||||||
| DOCUMENT | DOCUMENT IS INCORPORATED | |||||||
| Proxy Statement for 2022 Annual Meeting of Shareholders of FirstEnergy Corp. to be held May 17, 2022 | Part III |
TABLE OF CONTENTS
| Page | |||||
| Glossary of Terms | iii | ||||
| Part I | |||||
| Item 1. Business | 1 | ||||
| The Companies | 1 | ||||
| Utility Regulation | 2 | ||||
| Capital Requirements | 3 | ||||
| System Demand | 4 | ||||
| Regional Reliability | 4 | ||||
| Competition | 4 | ||||
| Seasonality | 4 | ||||
| Human Capital | 5 | ||||
| Information About Our Executive Officers | 7 | ||||
| FirstEnergy Website and Other Social Media Sites and Applications | 7 | ||||
| Item 1A. Risk Factors | 8 | ||||
| Item 1B. Unresolved Staff Comments | 21 | ||||
| Item 2. Properties | 21 | ||||
| Item 3. Legal Proceedings | 22 | ||||
| Item 4. Mine Safety Disclosures | 22 | ||||
| Part II | 23 | ||||
| Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 23 | ||||
| Item 6. [Reserved] | 23 | ||||
| Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations | 24 | ||||
| Item 7A. Quantitative and Qualitative Disclosures About Market Risk | 68 | ||||
| Item 8. Financial Statements and Supplementary Data | 68 | ||||
| Report of Independent Registered Public Accounting Firm | 69 | ||||
| Financial Statements | |||||
| Consolidated Statements of Income | 71 | ||||
| Consolidated Statements of Comprehensive Income | 72 | ||||
| Consolidated Balance Sheets | 73 | ||||
| Consolidated Statements of Stockholders' Equity | 74 | ||||
| Consolidated Statements of Cash Flows | 75 | ||||
| Notes to Consolidated Financial Statements | 76 | ||||
| Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure | 124 | ||||
| Item 9A. Controls and Procedures | 124 | ||||
| Item 9B. Other Information | 125 | ||||
| Item 9C. Disclosure Regarding Foreign Jurisdictions That Prevent Inspections | 125 |
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| Part III | 125 | ||||
| Item 10. Directors, Executive Officers and Corporate Governance | 125 | ||||
| Item 11. Executive Compensation | 125 | ||||
| Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | 126 | ||||
| Item 13. Certain Relationships and Related Transactions, and Director Independence | 126 | ||||
| Item 14. Principal Accounting Fees and Services | 126 | ||||
| Part IV | 127 | ||||
| Item 15. Exhibits, Financial Statement Schedule | 127 | ||||
| Item 16. Form 10-K Summary | 131 |
ii
GLOSSARY OF TERMS
The following abbreviations and acronyms are used in this report to identify FirstEnergy Corp. and its current and former subsidiaries:
| AE Supply | Allegheny Energy Supply Company, LLC, an unregulated generation subsidiary | ||||
| AGC | Allegheny Generating Company, a generation subsidiary of MP | ||||
| ATSI | American Transmission Systems, Incorporated, a subsidiary of FET, which owns and operates transmission facilities | ||||
| CEI | The Cleveland Electric Illuminating Company, an Ohio electric utility operating subsidiary | ||||
| CES | Competitive Energy Services, formerly a reportable operating segment of FirstEnergy | ||||
| FE | FirstEnergy Corp., a public utility holding company | ||||
| FENOC | Energy Harbor Nuclear Corp. (formerly known as FirstEnergy Nuclear Operating Company), a subsidiary of EH, which operates NG’s nuclear generating facilities | ||||
| FES | Energy Harbor LLC. (formerly known as FirstEnergy Solutions Corp.), a subsidiary of EH, which provides energy-related products and services | ||||
| FES Debtors | FES, FENOC, FG, NG, FE Aircraft Leasing Corp., Norton Energy Storage LLC, and FGMUC | ||||
| FESC | FirstEnergy Service Company, which provides legal, financial, and other corporate support services | ||||
| FET | FirstEnergy Transmission, LLC, the parent company of ATSI, KATCo, MAIT and TrAIL, and has a joint venture in PATH | ||||
| FEV | FirstEnergy Ventures Corp., which invests in certain unregulated enterprises and business ventures | ||||
| FG | Energy Harbor Generation LLC (formerly known as FirstEnergy Generation, LLC), a subsidiary of EH, which owns and operates fossil generating facilities | ||||
| FGMUC | FirstEnergy Generation Mansfield Unit 1 Corp., a subsidiary of FG | ||||
| FirstEnergy | FirstEnergy Corp., together with its consolidated subsidiaries | ||||
| Global Holding | Global Mining Holding Company, LLC, a joint venture between FEV, WMB Marketing Ventures, LLC and Pinesdale LLC | ||||
| Global Rail | Global Rail Group, LLC, a subsidiary of Global Holding that owns coal transportation operations near Roundup, Montana | ||||
| GPU | GPU, Inc., former parent of JCP&L, ME and PN, that merged with FE on November 7, 2001 | ||||
| GPUN | GPU Nuclear, Inc., a subsidiary of FE, which formerly operated TMI-2 | ||||
| JCP&L | Jersey Central Power & Light Company, a New Jersey electric utility operating subsidiary | ||||
| KATCo | Keystone Appalachian Transmission Company, a subsidiary of FET | ||||
| MAIT | Mid-Atlantic Interstate Transmission, LLC, a subsidiary of FET, which owns and operates transmission facilities | ||||
| ME | Metropolitan Edison Company, a Pennsylvania electric utility operating subsidiary | ||||
| MP | Monongahela Power Company, a West Virginia electric utility operating subsidiary | ||||
| NG | Energy Harbor Nuclear Generation LLC (formerly known as FirstEnergy Nuclear Generation, LLC), a subsidiary of EH, which owns nuclear generating facilities | ||||
| OE | Ohio Edison Company, an Ohio electric utility operating subsidiary | ||||
| Ohio Companies | CEI, OE and TE | ||||
| PATH | Potomac-Appalachian Transmission Highline, LLC, a joint venture between FE and a subsidiary of AEP | ||||
| PATH-Allegheny | PATH Allegheny Transmission Company, LLC | ||||
| PATH-WV | PATH West Virginia Transmission Company, LLC | ||||
| PE | The Potomac Edison Company, a Maryland and West Virginia electric utility operating subsidiary | ||||
| Penn | Pennsylvania Power Company, a Pennsylvania electric utility operating subsidiary of OE | ||||
| Pennsylvania Companies | ME, PN, Penn and WP | ||||
| PN | Pennsylvania Electric Company, a Pennsylvania electric utility operating subsidiary | ||||
| Signal Peak | Signal Peak Energy, LLC, an indirect subsidiary of Global Holding that owns mining operations near Roundup, Montana | ||||
| TE | The Toledo Edison Company, an Ohio electric utility operating subsidiary | ||||
| TrAIL | Trans-Allegheny Interstate Line Company, a subsidiary of FET, which owns and operates transmission facilities | ||||
| Transmission Companies | ATSI, MAIT and TrAIL | ||||
| Utilities | OE, CEI, TE, Penn, JCP&L, ME, PN, MP, PE, and WP | ||||
| WP | West Penn Power Company, a Pennsylvania electric utility operating subsidiary | ||||
iii
| The following abbreviations and acronyms are used to identify frequently used terms in this report: | ||||||||||||||
| 2021 Credit Facilities | Collectively, the six separate senior unsecured five-year syndicated revolving credit facilities entered into by FE, FET, the Utilities, and the Transmission Companies, on October 18, 2021 | CTA | Consolidated Tax Adjustment | |||||||||||
| ACE | Affordable Clean Energy | CWA | Clean Water Act | |||||||||||
| ADIT | Accumulated Deferred Income Taxes | D.C. Circuit | United States Court of Appeals for the District of Columbia Circuit | |||||||||||
| AEP | American Electric Power Company, Inc. | DCPD | FirstEnergy Corp. Deferred Compensation Plan for Outside Directors | |||||||||||
| AFS | Available-for-sale | DCR | Delivery Capital Recovery | |||||||||||
| AFUDC | Allowance for Funds Used During Construction | DMR | Distribution Modernization Rider | |||||||||||
| AMI | Advance Metering Infrastructure | DOE | United States Department of Energy | |||||||||||
| AMT | Alternative Minimum Tax | DPA | Deferred Prosecution Agreement entered into on July 21, 2021 between FE and S.D. Ohio | |||||||||||
| AOCI | Accumulated Other Comprehensive Income (Loss) | DSIC | Distribution System Improvement Charge | |||||||||||
| ARO | Asset Retirement Obligation | DSP | Default Service Plan | |||||||||||
| ARP | Alternative Revenue Program | DTA | Deferred Tax Asset | |||||||||||
| ASC | Accounting Standard Codification | E&P | Earnings and Profits | |||||||||||
| ASU | Accounting Standards Update | EDC | Electric Distribution Company | |||||||||||
| AYE DCD | Allegheny Energy, Inc. Amended and Restated Revised Plan for Deferral of Compensation of Directors | EDCP | FirstEnergy Corp. Amended and Restated Executive Deferred Compensation Plan | |||||||||||
| AYE Director's Plan | Allegheny Energy, Inc. Non-Employee Director Stock Plan | EDIS | Electric Distribution Investment Surcharge | |||||||||||
| Bankruptcy Court | U.S. Bankruptcy Court in the Northern District of Ohio in Akron | EE&C | Energy Efficiency and Conservation | |||||||||||
| BGS | Basic Generation Service | EEI | Edison Electric Institute | |||||||||||
| bps | Basis points | EGS | Electric Generation Supplier | |||||||||||
| Brookfield | North American Transmission Company II LLC, a controlled investment vehicle entity of Brookfield Infrastructure Partners | EGU | Electric Generation Units | |||||||||||
| Brookfield Guarantors | Brookfield Super-Core Infrastructure Partners L.P., Brookfield Super-Core Infrastructure Partners (NUS) L.P., and Brookfield Super-Core Infrastructure Partners (ER) SCSp | EH | Energy Harbor Corp. | |||||||||||
| CAA | Clean Air Act | EmPOWER Maryland | EmPOWER Maryland Energy Efficiency Act | |||||||||||
| CBA | Collective Bargaining Agreement | ENEC | Expanded Net Energy Cost | |||||||||||
| CCR | Coal Combustion Residuals | EPA | United States Environmental Protection Agency | |||||||||||
| CERCLA | Comprehensive Environmental Response, Compensation, and Liability Act of 1980 | EPS | Earnings per Share | |||||||||||
| CFIUS | Committee on Foreign Investments in the United States | ERO | Electric Reliability Organization | |||||||||||
| CFL | Compact Fluorescent Light | ESG | Environmental, Social, Corporate Governance | |||||||||||
| CFR | Code of Federal Regulations | ESP IV | Electric Security Plan IV | |||||||||||
| CO2 | Carbon Dioxide | Exchange Act | Securities and Exchange Act of 1934, as amended | |||||||||||
| Code of Business Conduct | The FirstEnergy Code of Business Conduct and Ethics as approved by the FE Board on July 20, 2021 | Facebook® | Facebook is a registered trademark of Facebook, Inc. | |||||||||||
| COVID-19 | Coronavirus disease | FASB | Financial Accounting Standards Board | |||||||||||
| CPP | EPA's Clean Power Plan | FCA | Financial Conduct Authority | |||||||||||
| CSAPR | Cross-State Air Pollution Rule | FE Board | FE Board of Directors | |||||||||||
| CSR | Conservation Support Rider | FE Revolving Facility | FE and the Utilities’ former five-year syndicated revolving credit facility, as amended, and replaced by the 2021 Credit Facilities on October 18, 2021 | |||||||||||
iv
| FERC | Federal Energy Regulatory Committee | NDT | Nuclear Decommissioning Trust | |||||||||||
| FES Bankruptcy | FES Debtors' voluntary petitions for bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code with the Bankruptcy Court | NERC | North American Electric Reliability Corporation | |||||||||||
| FET Board | The Board of Directors of FET | NJBPU | New Jersey Board of Public Utilities | |||||||||||
| FET LLC Agreement | Third Amended and Restated Limited Liability Company Operating Agreement of FET | NJ Rate Counsel | New Jersey Division of Rate Counsel | |||||||||||
| FET P&SA | Purchase and Sale Agreement entered into on November 6, 2021, by and between FE, FET, Brookfield and Brookfield Guarantors | NOL | Net Operating Loss | |||||||||||
| FET Revolving Facility | FET and certain of its subsidiaries’ former five-year syndicated revolving credit facility, as amended, and replaced by the 2021 Credit Facilities on October 18, 2021 | NOx | Nitrogen Oxide | |||||||||||
| Fitch | Fitch Ratings Service | NPDES | National Pollutant Discharge Elimination System | |||||||||||
| FMB | First Mortgage Bond | NRC | Nuclear Regulatory Commission | |||||||||||
| FPA | Federal Power Act | NSR | New Source Review | |||||||||||
| FTR | Financial Transmission Right | NUG | Non-Utility Generation | |||||||||||
| GAAP | Accounting Principles Generally Accepted in the United States of America | NYPSC | New York State Public Service Commission | |||||||||||
| GHG | Greenhouse Gases | OAG | Ohio Attorney General | |||||||||||
| HB 6 | House Bill 6, as passed by Ohio's 133rd General Assembly | OCA | Office of Consumer Advocate | |||||||||||
| HB 128 | House Bill 128, as passed by Ohio's 134th General Assembly | OCC | Ohio Consumers' Counsel | |||||||||||
| IBA | ICE Benchmark Administration Limited | ODSA | Ohio Development Service Agency | |||||||||||
| IBEW | International Brotherhood of Electrical Workers | OPEB | Other Post-Employment Benefits | |||||||||||
| ICP 2007 | FirstEnergy Corp. 2007 Incentive Compensation Plan | OPEIU | Office and Professional Employees International Union | |||||||||||
| ICP 2015 | FirstEnergy Corp. 2015 Incentive Compensation Plan | OPIC | Other Paid-in Capital | |||||||||||
| ICP 2020 | FirstEnergy Corp. 2020 Incentive Compensation Plan | OSHA | Occupational Safety and Health Administration | |||||||||||
| IRS | Internal Revenue Service | OVEC | Ohio Valley Electric Corporation | |||||||||||
| ISO | Independent System Operator | PA DEP | Pennsylvania Department of Environmental Protection | |||||||||||
| ITC | Investment Tax Credit | PCRB | Pollution Control Revenue Bond | |||||||||||
| kV | Kilovolt | PIR | Phase-In Recovery Rider | |||||||||||
| KWH | Kilowatt-hour | PJM | PJM Interconnection, LLC | |||||||||||
| LED | Light Emitting Diode | PJM Tariff | PJM Open Access Transmission Tariff | |||||||||||
| LIBOR | London Inter-Bank Offered Rate | POLR | Provider of Last Resort | |||||||||||
| LOC | Letter of Credit | PPA | Purchase Power Agreement | |||||||||||
| LSE | Load Serving Entity | PPB | Parts per Billion | |||||||||||
| LTIIPs | Long-Term Infrastructure Improvement Plans | PPUC | Pennsylvania Public Utility Commission | |||||||||||
| MDPSC | Maryland Public Service Commission | PUCO | Public Utilities Commission of Ohio | |||||||||||
| MGP | Manufactured Gas Plants | PURPA | Public Utility Regulatory Policies Act of 1978 | |||||||||||
| MISO | Midcontinent Independent System Operator, Inc. | RCRA | Resource Conservation and Recovery Act | |||||||||||
| Moody’s | Moody’s Investors Service, Inc. | REC | Renewable Energy Credit | |||||||||||
| MW | Megawatt | Regulation FD | Regulation Fair Disclosure promulgated by the SEC | |||||||||||
| MWH | Megawatt-hour | RFC | ReliabilityFirst Corporation | |||||||||||
| NAAQS | National Ambient Air Quality Standards | RFP | Request for Proposal | |||||||||||
| NAV | Net Asset Value | RGGI | Regional Greenhouse Gas Initiative | |||||||||||
| N.D. Ohio | Northern District of Ohio | ROE | Return on Equity | |||||||||||
v
| RSS | Rich Site Summary | SREC | Solar Renewable Energy Credit | |||||||||||
| RTEP | Regional Transmission Expansion Plan | SSO | Standard Service Offer | |||||||||||
| RTO | Regional Transmission Organization | SVC | Static Var Compensator | |||||||||||
| SBC | Societal Benefits Charge | S&P | Standard & Poor’s Ratings Service | |||||||||||
| SCOH | Supreme Court of Ohio | Tax Act | Tax Cuts and Jobs Act adopted December 22, 2017 | |||||||||||
| S.D. Ohio | Southern District of Ohio | TMI-1 | Three Mile Island Unit 1 | |||||||||||
| SEC | United States Securities and Exchange Commission | TMI-2 | Three Mile Island Unit 2 | |||||||||||
| SEET | Significantly Excessive Earnings Test | TO | Transmission Owner | |||||||||||
| SF6 | Sulfur hexafluoride | Twitter® | Twitter is a registered trademark of Twitter, Inc. | |||||||||||
| SIP | State Implementation Plan(s) Under the Clean Air Act | UWUA | Utility Workers Union of America | |||||||||||
| SLC | Special Litigation Committee of the FE Board | VEPCO | Virginia Electric and Power Company | |||||||||||
| SO2 | Sulfur Dioxide | VIE | Variable Interest Entity | |||||||||||
| SOFR | Secured Overnight Financing Rate | VSCC | Virginia State Corporation Commission | |||||||||||
| SOS | Standard Offer Service | WVPSC | Public Service Commission of West Virginia | |||||||||||
vi
PART I