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, 2022
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. ☑
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 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.
$21,916,076,568 as of June 30, 2022
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, 2023 | |||||||
| Common Stock, $0.10 par value | 572,245,184 |
Documents Incorporated By Reference
| PART OF FORM 10-K INTO WHICH | ||||||||
| DOCUMENT | DOCUMENT IS INCORPORATED | |||||||
| Proxy Statement for 2023 Annual Meeting of Shareholders of FirstEnergy Corp. to be held May 24, 2023 | Part III |
TABLE OF CONTENTS
| Page | |||||
| Glossary of Terms | iii | ||||
| Part I | |||||
| Item 1. Business | 1 | ||||
| The Companies | 1 | ||||
| Utility Regulation | 3 | ||||
| Capital Requirements | 4 | ||||
| System Demand | 5 | ||||
| Regional Reliability | 5 | ||||
| Competition | 5 | ||||
| Seasonality | 5 | ||||
| Human Capital | 6 | ||||
| Information About Our Executive Officers | 8 | ||||
| FirstEnergy Website and Other Social Media Sites and Applications | 8 | ||||
| Item 1A. Risk Factors | 9 | ||||
| Item 1B. Unresolved Staff Comments | 23 | ||||
| Item 2. Properties | 23 | ||||
| Item 3. Legal Proceedings | 24 | ||||
| Item 4. Mine Safety Disclosures | 24 | ||||
| Part II | 25 | ||||
| Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 25 | ||||
| Item 6. [Reserved] | 25 | ||||
| Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations | 26 | ||||
| Item 7A. Quantitative and Qualitative Disclosures About Market Risk | 70 | ||||
| Item 8. Financial Statements and Supplementary Data | 70 | ||||
| Report of Independent Registered Public Accounting Firm | 71 | ||||
| Financial Statements | |||||
| Consolidated Statements of Income | 73 | ||||
| Consolidated Statements of Comprehensive Income | 74 | ||||
| Consolidated Balance Sheets | 75 | ||||
| Consolidated Statements of Stockholders' Equity | 76 | ||||
| Consolidated Statements of Cash Flows | 77 | ||||
| Notes to Consolidated Financial Statements | 78 | ||||
| Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure | 125 | ||||
| Item 9A. Controls and Procedures | 125 | ||||
| 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 | 126 | ||||
| Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | 127 | ||||
| Item 13. Certain Relationships and Related Transactions, and Director Independence | 127 | ||||
| Item 14. Principal Accounting Fees and Services | 127 | ||||
| Part IV | 128 | ||||
| Item 15. Exhibits, Financial Statement Schedule | 128 | ||||
| Item 16. Form 10-K Summary | 132 |
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 | ||||
| FE | FirstEnergy Corp., a public utility holding company | ||||
| FELHC, Inc. | FirstEnergy License Holding Company | ||||
| FENOC | Energy Harbor Nuclear Corp. (formerly known as FirstEnergy Nuclear Operating Company), a subsidiary of EH, which operates EH’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 | FENOC, FES, and FES’ subsidiaries as of March 31, 2018 | ||||
| FESC | FirstEnergy Service Company, which provides legal, financial, and other corporate support services | ||||
| FET | FirstEnergy Transmission, LLC, the parent company of ATSI, 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 | ||||
| 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 | ||||
| GPU | GPU, Inc., former parent of JCP&L, ME and PN, that merged with FE on November 7, 2001 | ||||
| JCP&L | Jersey Central Power & Light Company, a New Jersey electric utility operating subsidiary | ||||
| KATCo | Keystone Appalachian Transmission Company, a former subsidiary of FET which became a subsidiary of FE in May 2022 | ||||
| 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 | ||||
| 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 | ||||
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| 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 | CWA | Clean Water Act | |||||||||||
| 2031 Notes | FE’s 7.375% Notes, Series C, due 2031 | D.C. Circuit | United States Court of Appeals for the District of Columbia Circuit | |||||||||||
| 2047 Notes | FE’s 4.85% Notes, Series C, due 2047 | DCPD | FE Deferred Compensation Plan for Outside Directors | |||||||||||
| A&R FET LLC Agreement | Fourth Amended and Restated Limited Liability Company Operating Agreement of FET | DCR | Delivery Capital Recovery | |||||||||||
| ACE | Affordable Clean Energy | DEI | Diversity, Equity and Inclusion | |||||||||||
| ADIT | Accumulated Deferred Income Taxes | DMR | Distribution Modernization Rider | |||||||||||
| AEP | American Electric Power Company, Inc. | DPA | Deferred Prosecution Agreement entered into on July 21, 2021 between FE and U.S. Attorney’s Office for the Southern District of Ohio | |||||||||||
| AEPSC | American Electric Power Service Corporation | DSIC | Distribution System Improvement Charge | |||||||||||
| AFS | Available-for-sale | DSP | Default Service Plan | |||||||||||
| AFSI | Adjusted Financial Statement Income | DTA | Deferred Tax Asset | |||||||||||
| AFUDC | Allowance for Funds Used During Construction | E&P | Earnings and Profits | |||||||||||
| AMI | Advance Metering Infrastructure | EDC | Electric Distribution Company | |||||||||||
| AMT | Alternative Minimum Tax | EDCP | FE Amended and Restated Executive Deferred Compensation Plan | |||||||||||
| AOCI | Accumulated Other Comprehensive Income (Loss) | EEI | Edison Electric Institute | |||||||||||
| ARO | Asset Retirement Obligation | EESG | Employee, Environmental, Social, Corporate Governance | |||||||||||
| ARP | Alternative Revenue Program | EGS | Electric Generation Supplier | |||||||||||
| ASC | Accounting Standards Codification | EGU | Electric Generation Units | |||||||||||
| ASU | Accounting Standards Update | EH | Energy Harbor Corp. | |||||||||||
| Bankruptcy Court | U.S. Bankruptcy Court in the Northern District of Ohio in Akron | ELG | Effluent Limitation Guidelines | |||||||||||
| BGS | Basic Generation Service | EmPOWER Maryland | EmPOWER Maryland Energy Efficiency Act | |||||||||||
| Brookfield | North American Transmission Company II L.P., a controlled investment vehicle entity of Brookfield Infrastructure Partners | ENEC | Expanded Net Energy Cost | |||||||||||
| 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 | EPA | United States Environmental Protection Agency | |||||||||||
| CAA | Clean Air Act | EPS | Earnings per Share | |||||||||||
| CCR | Coal Combustion Residuals | ESP IV | Electric Security Plan IV | |||||||||||
| CERCLA | Comprehensive Environmental Response, Compensation, and Liability Act of 1980 | Exchange Act | Securities and Exchange Act of 1934, as amended | |||||||||||
| CFIUS | Committee on Foreign Investments in the United States | Facebook® | Facebook is a registered trademark of Facebook, Inc. | |||||||||||
| CFR | Code of Federal Regulations | FASB | Financial Accounting Standards Board | |||||||||||
| CO2 | Carbon Dioxide | FCA | Financial Conduct Authority | |||||||||||
| COVID-19 | Coronavirus disease | FE Board | FE Board of Directors | |||||||||||
| CPP | EPA's Clean Power Plan | 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 | |||||||||||
| CSAPR | Cross-State Air Pollution Rule | FERC | Federal Energy Regulatory Committee | |||||||||||
| CTA | Consolidated Tax Adjustment | FES Bankruptcy | FES Debtors' voluntary petitions for bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code with the Bankruptcy Court |
iv
| 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 Minority Equity Interest Sale | Sale of membership interests of FET, such that Brookfield will own 49.9% of FET | NOL | Net Operating Loss | |||||||||||
| FET P&SA I | Purchase and Sale Agreement entered into on November 6, 2021, by and between FE, FET, Brookfield and the Brookfield Guarantors | NOx | Nitrogen Oxide | |||||||||||
| FET P&SA II | Purchase and Sale Agreement entered into on February 2, 2023, by and between FE, FET, Brookfield, and the Brookfield Guarantors | NSR | New Source Review | |||||||||||
| 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 | NUG | Non-Utility Generation | |||||||||||
| Fitch | Fitch Ratings Service | NYPSC | New York State Public Service Commission | |||||||||||
| FMB | First Mortgage Bond | OAG | Ohio Attorney General | |||||||||||
| FPA | Federal Power Act | OCC | Ohio Consumers' Counsel | |||||||||||
| FTR | Financial Transmission Right | ODSA | Ohio Development Service Agency | |||||||||||
| GAAP | Accounting Principles Generally Accepted in the United States of America | Ohio Stipulation | Stipulation and Recommendation, dated November 1, 2021, entered into by and among the Ohio Companies, the OCC, PUCO Staff, and several other signatories | |||||||||||
| GHG | Greenhouse Gases | OPEB | Other Post-Employment Benefits | |||||||||||
| HB 6 | House Bill 6, as passed by Ohio's 133rd General Assembly | OPEIU | Office and Professional Employees International Union | |||||||||||
| IBA | ICE Benchmark Administration Limited | OPIC | Other Paid-in Capital | |||||||||||
| IBEW | International Brotherhood of Electrical Workers | OSHA | Occupational Safety and Health Administration | |||||||||||
| ICP 2015 | FirstEnergy Corp. 2015 Incentive Compensation Plan | OSMRE | United States Department of Interior, Office of Surface Mining Reclamation and Enforcement | |||||||||||
| ICP 2020 | FirstEnergy Corp. 2020 Incentive Compensation Plan | OVEC | Ohio Valley Electric Corporation | |||||||||||
| IRA of 2022 | Inflation Reduction Act of 2022 | PA Consolidation | Consolidation of the Pennsylvania Companies | |||||||||||
| IRS | Internal Revenue Service | PA NewCo | In connection with the PA Consolidation, a new Pennsylvania corporation as a wholly-owned, indirect subsidiary of FE | |||||||||||
| ISO | Independent System Operator | PJM | PJM Interconnection, LLC | |||||||||||
| kV | Kilovolt | PJM Tariff | PJM Open Access Transmission Tariff | |||||||||||
| kWh | Kilowatt-hour | POLR | Provider of Last Resort | |||||||||||
| LIBOR | London Inter-Bank Offered Rate | PPA | Purchase Power Agreement | |||||||||||
| LOC | Letter of Credit | PPUC | Pennsylvania Public Utility Commission | |||||||||||
| LTIIPs | Long-Term Infrastructure Improvement Plans | PUCO | Public Utilities Commission of Ohio | |||||||||||
| MDPSC | Maryland Public Service Commission | Recoupment Policy | FirstEnergy Executive Compensation Recoupment Policy | |||||||||||
| MGP | Manufactured Gas Plants | Regulation FD | Regulation Fair Disclosure promulgated by the SEC | |||||||||||
| MISO | Midcontinent Independent System Operator, Inc. | RFC | ReliabilityFirst Corporation | |||||||||||
| Moody’s | Moody’s Investors Service, Inc. | RFP | Request for Proposal | |||||||||||
| MW | Megawatt | RGGI | Regional Greenhouse Gas Initiative | |||||||||||
| MWH | Megawatt-hour | ROE | Return on Equity | |||||||||||
| NCI | Noncontrolling Interest | RTO | Regional Transmission Organization | |||||||||||
| N.D. Ohio | Federal District Court, Northern District of Ohio | SBC | Societal Benefits Charge | |||||||||||
| NERC | North American Electric Reliability Corporation | S.D. Ohio | Federal District Court, Southern District of Ohio |
v
| SEC | United States Securities and Exchange Commission | Tax Act | Tax Cuts and Jobs Act adopted December 22, 2017 | |||||||||||
| SEET | Significantly Excessive Earnings Test | TMI-1 | Three Mile Island Unit 1 | |||||||||||
| SIP | State Implementation Plan(s) under the Clean Air Act | TMI-2 | Three Mile Island Unit 2 | |||||||||||
| SLC | Special Litigation Committee of the FE Board | TO | Transmission Owner | |||||||||||
| SO2 | Sulfur Dioxide | Twitter® | Twitter is a registered trademark of Twitter, Inc. | |||||||||||
| SOFR | Secured Overnight Financing Rate | UWUA | Utility Workers Union of America | |||||||||||
| SOS | Standard Offer Service | VAR | Volt-Amps Reactive, the measuring unit for reactive power | |||||||||||
| SREC | Solar Renewable Energy Credit | VEPCO | Virginia Electric and Power Company | |||||||||||
| SSO | Standard Service Offer | VIE | Variable Interest Entity | |||||||||||
| SVC | Static Var Compensator | VSCC | Virginia State Corporation Commission | |||||||||||
| S&P | Standard & Poor’s Ratings Service | WVPSC | Public Service Commission of West Virginia | |||||||||||
| S&P 500 | Standard & Poor’s 500 index | |||||||||||||
vi
PART I