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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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, 2020

OR

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

For the transition period from ________________ to ___________________

Commission File NumberRegistrant; State of Incorporation; Address; and Telephone NumberIRS Employer Identification No.
wec-20201231_g1.jpg
001-09057WEC ENERGY GROUP, INC.39-1391525

(A Wisconsin Corporation)

231 West Michigan Street

P.O. Box 1331

Milwaukee, WI 53201

(414) 221-2345

Securities registered pursuant to Section 12(b) of the Act:

Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common Stock, $.01 Par ValueWECNew 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 Exchange Act).

Yes ☐ No ☒

The aggregate market value of the common stock of WEC Energy Group, Inc. held by non-affiliates was $27.6 billion based upon the reported closing price of such securities as of June 30, 2020.

Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date (January 31, 2021):

Common Stock, $.01 par value, 315,434,531 shares outstanding

Documents incorporated by reference:

Portions of WEC Energy Group, Inc.'s Definitive Proxy Statement on Schedule 14A for its Annual Meeting of Shareholders, to be held on May 6, 2021, are incorporated by reference into Part III hereof.

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WEC ENERGY GROUP, INC.

ANNUAL REPORT ON FORM 10-K

For the Year Ended December 31, 2020

TABLE OF CONTENTS

Page
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION1
PART I3
ITEM 1.BUSINESS3
A.INTRODUCTION3
B.UTILITY ENERGY OPERATIONS3
C.ELECTRIC TRANSMISSION SEGMENT14
D.NON-UTILITY OPERATIONS14
E.REGULATION15
F.ENVIRONMENTAL COMPLIANCE19
G.HUMAN CAPITAL19
ITEM 1A.RISK FACTORS22
ITEM 1B.UNRESOLVED STAFF COMMENTS33
ITEM 2.PROPERTIES34
ITEM 3.LEGAL PROCEEDINGS36
ITEM 4.MINE SAFETY DISCLOSURES37
INFORMATION ABOUT OUR EXECUTIVE OFFICERS38
PART II40
ITEM 5.MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES40
ITEM 6.SELECTED FINANCIAL DATA40
ITEM 7.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS41
ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK77
ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA78
A.Reports of Independent Registered Public Accounting Firm78
B.Consolidated Income Statements81
C.Consolidated Statements of Comprehensive Income82
D.Consolidated Balance Sheets83
E.Consolidated Statements of Cash Flows84
F.Consolidated Statements of Equity85
G.Notes to Consolidated Financial Statements86
Note 1Summary of Significant Accounting Policies86
Note 2Acquisitions98
Note 3Dispositions100
Note 4Operating Revenues101
Note 5Credit Losses103
Note 6Regulatory Assets and Liabilities104
Note 7Property, Plant, and Equipment107
Note 8Jointly Owned Utility Facilities108
Note 9Asset Retirement Obligations108
Note 10Goodwill and Intangibles109
Note 11Common Equity110
Note 12Preferred Stock113
Note 13Short-Term Debt and Lines of Credit114
Note 14Long-Term Debt115
Note 15Leases117
Note 16Income Taxes121
Note 17Fair Value Measurements123
2020 Form 10-KiWEC Energy Group, Inc.

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Note 18Derivative Instruments125
Note 19Guarantees126
Note 20Employee Benefits126
Note 21Investment in Transmission Affiliates131
Note 22Segment Information133
Note 23Variable Interest Entities135
Note 24Commitments and Contingencies136
Note 25Supplemental Cash Flow Information140
Note 26Regulatory Environment141
Note 27Other Income, Net147
Note 28Quarterly Financial Information (Unaudited)148
Note 29New Accounting Pronouncements148
ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE150
ITEM 9A.CONTROLS AND PROCEDURES150
ITEM 9B.OTHER INFORMATION150
PART III151
ITEM 10.DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE OF THE REGISTRANT151
ITEM 11.EXECUTIVE COMPENSATION151
ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS151
ITEM 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE152
ITEM 14.PRINCIPAL ACCOUNTING FEES AND SERVICES152
PART IV153
ITEM 15.EXHIBITS AND FINANCIAL STATEMENT SCHEDULES153
ITEM 16.FORM 10-K SUMMARY158
SCHEDULE I — CONDENSED PARENT COMPANY FINANCIAL STATEMENTS159
A.Income Statements159
B.Statements of Comprehensive Income160
C.Balance Sheets161
D.Statements of Cash Flows162
E.Notes to Parent Company Financial Statements163
SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS165
SIGNATURES166
2020 Form 10-KiiWEC Energy Group, Inc.

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GLOSSARY OF TERMS AND ABBREVIATIONS

The abbreviations and terms set forth below are used throughout this report and have the meanings assigned to them below:

Subsidiaries and Affiliates
ATCAmerican Transmission Company LLC
ATC HoldcoATC Holdco LLC
ATC HoldingATC Holding LLC
Bishop Hill IIIBishop Hill Energy III LLC
Blooming GroveBlooming Grove Wind Energy Center LLC
BluewaterBluewater Natural Gas Holding, LLC
Bluewater Gas StorageBluewater Gas Storage, LLC
Coyote RidgeCoyote Ridge Wind, LLC
IntegrysIntegrys Holding, Inc.
MERCMinnesota Energy Resources Corporation
MGUMichigan Gas Utilities Corporation
NSGNorth Shore Gas Company
PDLWPS Power Development, LLC
PELLCPeoples Energy, LLC
PGLThe Peoples Gas Light and Coke Company
Tatanka RidgeTatanka Ridge Wind, LLC
UMERCUpper Michigan Energy Resources Corporation
UpstreamUpstream Wind Energy LLC
WBSWEC Business Services LLC
WEWisconsin Electric Power Company
We PowerW.E. Power, LLC
WEC Energy GroupWEC Energy Group, Inc.
WECCWisconsin Energy Capital Corporation
WECIWEC Infrastructure LLC
WECI Wind Holding IWEC Infrastructure Wind Holding I LLC
WGWisconsin Gas LLC
WisparkWispark LLC
WisvestWisvest LLC
WPSWisconsin Public Service Corporation
WRPCWisconsin River Power Company
Federal and State Regulatory Agencies
EPAUnited States Environmental Protection Agency
FERCFederal Energy Regulatory Commission
ICCIllinois Commerce Commission
IDNRIllinois Department of Natural Resources
IEPAIllinois Environmental Protection Agency
IRSUnited States Internal Revenue Service
MPSCMichigan Public Service Commission
MPUCMinnesota Public Utilities Commission
PSCWPublic Service Commission of Wisconsin
SECSecurities and Exchange Commission
WDNRWisconsin Department of Natural Resources
Accounting Terms
AFUDCAllowance for Funds Used During Construction
AROAsset Retirement Obligation
ASCAccounting Standards Codification
ASUAccounting Standards Update
2020 Form 10-KiiiWEC Energy Group, Inc.

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CWIPConstruction Work in Progress
FASBFinancial Accounting Standards Board
GAAPGenerally Accepted Accounting Principles
LIFOLast-In, First-Out
OPEBOther Postretirement Employee Benefits
Environmental Terms
ACEAffordable Clean Energy
Act 1412005 Wisconsin Act 141
BATWBottom Ash Transport Water
BSERBest System of Emission Reduction
BTABest Technology Available
CAAClean Air Act
CO2Carbon Dioxide
CPPClean Power Plan
CSAPRCross-State Air Pollution Rule
ELGSteam Electric Effluent Limitation Guidelines
FGDFlue Gas Desulfurization
GHGGreenhouse Gas
GMZGroundwater Management Zone
NAAQSNational Ambient Air Quality Standards
NOVNotice of Violation
NOxNitrogen Oxide
NSPSNew Source Performance Standards
PCBPolychlorinated Biphenyl
SO2Sulfur Dioxide
VNViolation Notice
Measurements
BcfBillion Cubic Feet
DthDekatherm
MDthOne Thousand Dekatherms
MWMegawatt
MWhMegawatt-hour
Other Terms and Abbreviations
2007 Junior NotesWEC Energy Group, Inc.'s 2007 Junior Subordinated Notes Due 2067
AGAttorney General
AMIAdvanced Metering Infrastructure
ARRAuction Revenue Right
Badger Hollow IBadger Hollow Solar Park I
Badger Hollow IIBadger Hollow Solar Park II
BSGFBlue Sky Green Field Wind Park
CCWPCrane Creek Wind Park
CDCCenters for Disease Control and Prevention
CFRCode of Federal Regulations
Compensation CommitteeCompensation Committee of the Board of Directors
COVID-19Coronavirus Disease – 2019
D.C. Circuit Court of AppealsUnited States Court of Appeals for the District of Columbia Circuit
EGUElectric Utility Generating Unit
ERGSElm Road Generating Station
ER 1Elm Road Generating Station Unit 1
ER 2Elm Road Generating Station Unit 2
2020 Form 10-KivWEC Energy Group, Inc.

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ERPEnterprise Resource Planning
ESG Progress PlanWEC Energy Group's Capital Investment Plan for Efficiency, Sustainability, and Growth for 2021-2025
Exchange ActSecurities Exchange Act of 1934, as amended
FTRFinancial Transmission Right
GCRMGas Cost Recovery Mechanism
GUICGas Utility Infrastructure Costs
Holding Company ActWisconsin Utility Holding Company Act
ITCInvestment Tax Credit
LIBORLondon Interbank Offered Rate
LMPLocational Marginal Price
LNGLiquefied Natural Gas
MISOMidcontinent Independent System Operator, Inc.
MISO Energy MarketsMISO Energy and Operating Reserves Market
NYMEXNew York Mercantile Exchange
OCPPOak Creek Power Plant
OC 5Oak Creek Power Plant Unit 5
OC 7Oak Creek Power Plant Unit 7
OC 8Oak Creek Power Plant Unit 8
Omnibus Stock Incentive PlanWEC Energy Group Omnibus Stock Incentive Plan, Amended and Restated Effective as of January 1, 2016
PIPPPresque Isle Power Plant
Point BeachPoint Beach Nuclear Power Plant
PPAPower Purchase Agreement
PTCProduction Tax Credit
PUHCA 2005Public Utility Holding Company Act of 2005
PWGSPort Washington Generating Station
PWGS 1Port Washington Generating Station Unit 1
PWGS 2Port Washington Generating Station Unit 2
QIPQualifying Infrastructure Plant
RCCReplacement Capital Covenant (dated May 11, 2007)
RECRenewable Energy Certificate
ROEReturn on Equity
RTORegional Transmission Organization
SMPNatural Gas System Modernization Program
SOXSection 404 of the Sarbanes-Oxley Act
SPCCOVID-19 Special Purpose Charge
SSRSystem Support Resource
Tax LegislationTax Cuts and Jobs Act of 2017
ThunderheadThunderhead Wind Energy LLC
TildenTilden Mining Company
Two CreeksTwo Creeks Solar Park
VAPPValley Power Plant
VITAVariable Income Tax Adjustment Rider
WHOWorld Health Organization
2020 Form 10-KvWEC Energy Group, Inc.

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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

In this report, we make statements concerning our expectations, beliefs, plans, objectives, goals, strategies, and future events or performance. These statements are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. Readers are cautioned not to place undue reliance on these forward-looking statements. Forward-looking statements may be identified by reference to a future period or periods or by the use of terms such as "anticipates," "believes," "could," "estimates," "expects," "forecasts," "goals," "guidance," "intends," "may," "objectives," "plans," "possible," "potential," "projects," "seeks," "should," "targets," "will," or variations of these terms.

Forward-looking statements include, among other things, statements concerning management's expectations and projections regarding earnings, completion of capital projects, sales and customer growth, rate actions and related filings with regulatory authorities, environmental and other regulations, including associated compliance costs, legal proceedings, dividend payout ratios, effective tax rates, pension and OPEB plans, fuel costs, sources of electric energy supply, coal and natural gas deliveries, remediation costs, climate-related matters, liquidity and capital resources, and other matters.

Forward-looking statements are subject to a number of risks and uncertainties that could cause our actual results to differ materially from those expressed or implied in the statements. These risks and uncertainties include those described in Item 1A. Risk Factors and those identified below:

  • Factors affecting utility operations such as catastrophic weather-related damage, environmental incidents, unplanned facility outages and repairs and maintenance, and electric transmission or natural gas pipeline system constraints;

  • Factors affecting the demand for electricity and natural gas, including political or regulatory developments, unusual weather, changes in economic conditions, customer growth and declines, commodity prices, energy conservation efforts, and continued adoption of distributed generation by customers;

  • The timing, resolution, and impact of rate cases and negotiations, including recovery of deferred and current costs and the ability to earn a reasonable return on investment, and other regulatory decisions impacting our regulated operations;

  • The impact of health pandemics, including the COVID-19 pandemic, on our business functions, financial condition, liquidity, and results of operations;

  • The impact of recent and future federal, state, and local legislative and/or regulatory changes, including changes in rate-setting policies or procedures, deregulation and restructuring of the electric and/or natural gas utility industries, transmission or distribution system operation, the approval process for new construction, reliability standards, pipeline integrity and safety standards, allocation of energy assistance, energy efficiency mandates, and tax laws, including the Tax Legislation as well as those that affect our ability to use PTCs and ITCs;

  • Federal and state legislative and regulatory changes relating to the environment, including climate change and other environmental regulations impacting generation facilities and renewable energy standards, the enforcement of these laws and regulations, changes in the interpretation of regulations or permit conditions by regulatory agencies, and the recovery of associated remediation and compliance costs;

  • The ability to obtain and retain customers, including wholesale customers, due to increased competition in our electric and natural gas markets from retail choice and alternative electric suppliers, and continued industry consolidation;

  • The timely completion of capital projects within budgets and the ability to recover the related costs through rates;

  • Factors affecting the implementation of our CO2 emission and/or methane emission reduction goals, and opportunities and actions related to those goals, including related regulatory decisions, the cost of materials, supplies, and labor, technology advances, and the feasibility of competing generation projects;

  • The financial and operational feasibility of taking more aggressive action to further reduce GHG emissions in order to limit future global temperature increases;

  • The risks associated with changing commodity prices, particularly natural gas and electricity, and the availability of sources of natural gas and other fossil fuels, purchased power, materials needed to operate environmental controls at our electric

2020 Form 10-K1WEC Energy Group, Inc.

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generating facilities, or water supply due to high demand, shortages, transportation problems, nonperformance by electric energy or natural gas suppliers under existing power purchase or natural gas supply contracts, or other developments;

  • Changes in credit ratings, interest rates, and our ability to access the capital markets, caused by volatility in the global credit markets, our capitalization structure, and market perceptions of the utility industry, us, or any of our subsidiaries;

  • Changes in the method of determining LIBOR or the replacement of LIBOR with an alternative reference rate;

  • Costs and effects of litigation, administrative proceedings, investigations, settlements, claims, and inquiries;

  • The direct or indirect effect on our business resulting from terrorist attacks and cyber security intrusions, as well as the threat of such incidents, including the failure to maintain the security of personally identifiable information, the associated costs to protect our utility assets, technology systems, and personal information, and the costs to notify affected persons to mitigate their information security concerns and to comply with state notification laws;

  • Restrictions imposed by various financing arrangements and regulatory requirements on the ability of our subsidiaries to transfer funds to us in the form of cash dividends, loans or advances, that could prevent us from paying our common stock dividends, taxes, and other expenses, and meeting our debt obligations;

  • The risk of financial loss, including increases in bad debt expense, associated with the inability of our customers, counterparties, and affiliates to meet their obligations;

  • Changes in the creditworthiness of the counterparties with whom we have contractual arrangements, including participants in the energy trading markets and fuel suppliers and transporters;

  • The financial performance of ATC and its corresponding contribution to our earnings;

  • The investment performance of our employee benefit plan assets, as well as unanticipated changes in related actuarial assumptions, which could impact future funding requirements;

  • Factors affecting the employee workforce, including loss of key personnel, internal restructuring, work stoppages, and collective bargaining agreements and negotiations with union employees;

  • Advances in technology, and related legislation or regulation supporting the use of that technology, that result in competitive disadvantages and create the potential for impairment of existing assets;

  • Risks related to our non-utility renewable energy facilities, including unfavorable weather, the ability to replace expiring long-term PPAs under acceptable terms, and the availability of reliable interconnection and electricity grids;

  • The risk associated with the values of goodwill and other intangible assets and their possible impairment;

  • Potential business strategies to acquire and dispose of assets or businesses, which cannot be assured to be completed timely or within budgets, and legislative or regulatory restrictions or caps on non-utility acquisitions, investments or projects, including the State of Wisconsin's public utility holding company law;

  • The timing and outcome of any audits, disputes, and other proceedings related to taxes;

  • The ability to maintain effective internal controls in accordance with SOX, while both continuing to integrate and consolidate our enterprise systems;

  • The effect of accounting pronouncements issued periodically by standard-setting bodies; and

  • Other considerations disclosed elsewhere herein and in other reports we file with the SEC or in other publicly disseminated written documents.

Except as may be required by law, we expressly disclaim any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

2020 Form 10-K2WEC Energy Group, Inc.

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PART I

Next: Item 1. BUSINESS