A Dark Vector Cognition product

Item 1. FINANCIAL STATEMENTS

147K characters. Original on sec.gov · Markdown

Item 1. FINANCIAL STATEMENTS

XCEL ENERGY INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

(amounts in millions, except per share data)

Three Months Ended Sept. 30Nine Months Ended Sept. 30
2025202420252024
Operating revenues
Electric$3,638$3,393$9,351$8,737
Natural gas2642391,7151,535
Other13124249
Total operating revenues3,9153,64411,10810,321
Operating expenses
Electric fuel and purchased power1,0981,0603,0362,863
Cost of natural gas sold and transported6163708664
Cost of sales — other53812
Operating and maintenance expenses6926552,0531,922
Conservation and demand side management expenses101112299295
Depreciation and amortization7506812,2002,042
Taxes (other than income taxes)172159514484
Marshall Wildfire litigation287—287—
Total operating expenses3,1662,7339,1058,282
Operating income7499112,0032,039
Other income, net463912175
Earnings (loss) from equity method investments63(3)19
Allowance for funds used during construction — equity7944196119
Interest charges and financing costs
Interest charges — includes other financing costs3843261,065936
Allowance for funds used during construction — debt(36)(21)(86)(51)
Total interest charges and financing costs348305979885
Income before income taxes5326921,3381,367
Income tax expense (benefit)810(113)(105)
Net income$524$682$1,451$1,472
Weighted average common shares outstanding:
Basic592564584559
Diluted595565587559
Earnings per average common share:
Basic$0.88$1.21$2.48$2.63
Diluted0.881.212.472.63
See Notes to Consolidated Financial Statements

Table of Contents

XCEL ENERGY INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

(amounts in millions)

Three Months Ended Sept. 30Nine Months Ended Sept. 30
2025202420252024
Net income$524$682$1,451$1,472
Other comprehensive income
Pension and retiree medical benefits:
Reclassifications of losses to net income, net of tax———4
Derivative instruments:
Net fair value increase, net of tax———22
Reclassification of losses to net income, net of tax1132
Total other comprehensive income11328
Total comprehensive income$525$683$1,454$1,500
See Notes to Consolidated Financial Statements

Table of Contents

XCEL ENERGY INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(amounts in millions)

Nine Months Ended Sept. 30
20252024
Operating activities
Net income$1,451$1,472
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization2,2162,055
Nuclear fuel amortization8785
Deferred income taxes395406
Allowance for equity funds used during construction(196)(119)
Loss (earnings) from equity method investments3(19)
Dividends from equity method investments1626
Provision for bad debts4747
Share-based compensation expense3827
Changes in operating assets and liabilities:
Accounts receivable(32)81
Accrued unbilled revenues6662
Inventories(202)(71)
Other current assets14213
Accounts payable(85)(42)
Net regulatory assets and liabilities(113)282
Other current liabilities202(238)
Pension and other employee benefit obligations(102)(94)
Other, net(59)4
Net cash provided by operating activities3,8743,977
Investing activities
Capital/construction expenditures(7,470)(5,147)
Purchase of investment securities(854)(693)
Proceeds from the sale of investment securities851666
Other, net(19)(23)
Net cash used in investing activities(7,492)(5,197)
Financing activities
Proceeds (repayments) from short-term borrowings, net635(690)
Proceeds from issuances of long-term debt4,8833,643
Repayments of long-term debt(1,223)(550)
Proceeds from issuance of common stock1,1511,109
Dividends paid(954)(871)
Other, net(1)(5)
Net cash provided by financing activities4,4912,636
Net change in cash, cash equivalents and restricted cash8731,416
Cash, cash equivalents and restricted cash at beginning of period179129
Cash, cash equivalents and restricted cash at end of period$1,052$1,545
Supplemental disclosure of cash flow information:
Cash paid for interest (net of amounts capitalized)$(832)$(793)
Cash received for income taxes, net; includes proceeds from tax credit transfers511484
Supplemental disclosure of non-cash investing and financing transactions:
Accrued property, plant and equipment additions$1,250$741
Inventory transfers to property, plant and equipment288217
Operating lease and finance lease right-of-use assets1,21843
Allowance for equity funds used during construction196119
Issuance of common stock for reinvested dividends and/or equity awards6353
See Notes to Consolidated Financial Statements

Table of Contents

XCEL ENERGY INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(amounts in millions, except share and per share data

Sept. 30, 2025Dec. 31, 2024
Assets
Current assets
Cash and cash equivalents$1,052$179
Accounts receivable, net1,2461,249
Accrued unbilled revenues766832
Inventories723666
Regulatory assets536561
Derivative instruments216114
Prepayments and other1,142724
Total current assets5,6814,325
Property, plant and equipment, net63,13157,198
Other assets
Nuclear decommissioning fund and other investments4,2733,896
Regulatory assets2,9072,849
Derivative instruments5672
Operating lease right-of-use assets8771,060
Finance lease right-of-use assets1,358111
Other871524
Total other assets10,3428,512
Total assets$79,154$70,035
Liabilities and Equity
Current liabilities
Current portion of long-term debt$1$1,103
Short-term debt1,330695
Accounts payable2,3281,781
Regulatory liabilities760852
Taxes accrued531535
Accrued interest410280
Dividends payable337314
Derivative instruments3137
Operating lease liabilities114227
Other1,306635
Total current liabilities7,1486,459
Deferred credits and other liabilities
Deferred income taxes5,9275,319
Regulatory liabilities6,3326,010
Asset retirement obligations3,8533,713
Derivative instruments6977
Customer advances130146
Pension and employee benefit obligations372477
Operating lease liabilities771867
Finance lease liabilities1,27260
Other6569
Total deferred credits and other liabilities18,79116,738
Commitments and contingencies
Capitalization
Long-term debt32,03427,316
Common stock — 1,000,000,000 shares authorized of $2.50 par value; 591,432,101 and 574,365,598 shares outstanding at Sept. 30, 2025 and December 31, 2024, respectively1,4791,436
Additional paid in capital10,7729,601
Retained earnings8,9958,553
Accumulated other comprehensive loss(65)(68)
Total common stockholders’ equity21,18119,522
Total liabilities and equity$79,154$70,035
See Notes to Consolidated Financial Statements

Table of Contents

XCEL ENERGY INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMMON STOCKHOLDERS’ EQUITY (UNAUDITED)

(amounts in millions, except per share data; shares in actual amounts)

Common Stock IssuedRetained EarningsAccumulated Other Comprehensive LossTotal Common Stockholders' Equity
SharesPar ValueAdditional Paid In Capital
Three Months Ended Sept. 30, 2025 and 2024
Balance at June 30, 2024557,337,051$1,393$8,589$8,039$(67)$17,954
Net income682682
Other comprehensive income11
Dividends declared on common stock ($0.55 per share)(312)(312)
Issuances of common stock16,764,662429751,017
Share-based compensation13(3)10
Balance at Sept. 30, 2024574,101,713$1,435$9,577$8,406$(66)$19,352
Balance at June 30, 2025591,201,845$1,478$10,736$8,813$(66)$20,961
Net income524524
Other comprehensive income11
Dividends declared on common stock ($0.57 per share)(337)(337)
Issuances of common stock230,25611516
Share-based compensation21(5)16
Balance at Sept. 30, 2025591,432,101$1,479$10,772$8,995$(65)$21,181
Common Stock IssuedRetained EarningsAccumulated Other Comprehensive LossTotal Common Stockholders' Equity
SharesPar ValueAdditional Paid In Capital
Nine Months Ended Sept. 30, 2025 and 2024
Balance at Dec. 31, 2023554,941,703$1,387$8,465$7,858$(94)$17,616
Net income1,4721,472
Other comprehensive income2828
Dividends declared on common stock ($1.64 per share)(921)(921)
Issuances of common stock19,160,010481,0821,130
Share-based compensation30(3)27
Balance at Sept. 30, 2024574,101,713$1,435$9,577$8,406$(66)$19,352
Balance at Dec. 31, 2024574,365,598$1,436$9,601$8,553$(68)$19,522
Net income1,4511,451
Other comprehensive income33
Dividends declared on common stock ($1.71 per share)(1,002)(1,002)
Issuances of common stock17,066,503431,1261,169
Share-based compensation45(7)38
Balance at Sept. 30, 2025591,432,101$1,479$10,772$8,995$(65)$21,181
See Notes to Consolidated Financial Statements

Table of Contents

XCEL ENERGY INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (UNAUDITED)

In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments necessary to present fairly, in accordance with GAAP, the financial position of Xcel Energy as of Sept. 30, 2025 and Dec. 31, 2024; the results of Xcel Energy’s operations, including the components of net income, comprehensive income, and changes in stockholders’ equity for the three and nine months ended Sept. 30, 2025 and 2024; and Xcel Energy’s cash flows for the nine months ended Sept. 30, 2025 and 2024.

All adjustments are of a normal, recurring nature, except as otherwise disclosed. Management has also evaluated the impact of events occurring after Sept. 30, 2025, up to the date of issuance of these consolidated financial statements. These statements contain all necessary adjustments and disclosures resulting from that evaluation. The Dec. 31, 2024 balance sheet information has been derived from the audited 2024 consolidated financial statements included in the Xcel Energy Inc. Annual Report on Form 10-K for the year ended Dec. 31, 2024.

Notes to the consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC for Quarterly Reports on Form 10-Q. Certain information and note disclosures normally included in financial statements prepared in accordance with GAAP on an annual basis have been condensed or omitted pursuant to such rules and regulations. For further information, refer to the consolidated financial statements and notes thereto included in the Xcel Energy Inc. Annual Report on Form 10-K for the year ended Dec. 31, 2024, filed with the SEC on Feb. 27, 2025.

Due to the seasonality of Xcel Energy’s electric and natural gas sales, interim results are not necessarily an appropriate base from which to project annual results.

1. Summary of Significant Accounting Policies

The significant accounting policies set forth in Note 1 to the consolidated financial statements in the Xcel Energy Inc. Annual Report on Form 10-K for the year ended Dec. 31, 2024 appropriately represent, in all material respects, the current status of accounting policies and are incorporated herein by reference.

2. Accounting Pronouncements

Recently Issued

Income Taxes — In December 2023, the FASB issued ASU 2023-09 – Income Taxes (Topic 740) – Improvements to Income Tax Disclosures, with new disclosure requirements including presentation of prescribed line items in the ETR reconciliation and disclosures regarding state and local tax payments. The ASU is effective for annual periods beginning after Dec. 15, 2024, and Xcel Energy does not expect implementation of the new disclosure guidance to have a material impact on its consolidated financial statements.

Disaggregation of Income Statement Expenses — In November 2024, the FASB issued ASU 2024-03 – Disaggregation of Income Statement Expenses, which requires disclosure of additional detail for certain categories of income statement expenses. The ASU is effective for annual periods beginning after Dec. 15, 2026 and interim reporting periods beginning after Dec. 15, 2027. Xcel Energy is currently evaluating the impact of the new disclosure guidance.

3. Selected Balance Sheet Data
(Millions of Dollars)Sept. 30, 2025Dec. 31, 2024
Accounts receivable, net
Accounts receivable$1,341$1,360
Less allowance for bad debts(95)(111)
Accounts receivable, net$1,246$1,249
(Millions of Dollars)Sept. 30, 2025Dec. 31, 2024
Inventories
Materials and supplies$461$406
Fuel145164
Natural gas11796
Total inventories$723$666
(Millions of Dollars)Sept. 30, 2025Dec. 31, 2024
Property, plant and equipment, net
Electric plant$59,976$56,791
Natural gas plant10,3009,834
Common and other property3,7023,515
Plant to be retired (a)1,6401,793
Construction work in progress8,0174,720
Total property, plant and equipment83,63576,653
Less accumulated depreciation(20,957)(19,852)
Nuclear fuel3,6343,491
Less accumulated amortization(3,181)(3,094)
Property, plant and equipment, net$63,131$57,198

(a)Amounts include Sherco 1 and 3 and A.S. King for NSP-Minnesota; Comanche Units 2 and 3, Craig Units 1 and 2, Hayden Units 1 and 2 and coal generation assets at Pawnee pending facility gas conversion for PSCo; and Tolk Unit 1 and 2 for SPS. Amounts are presented net of accumulated depreciation.

4. Borrowings and Other Financing Instruments

Short-Term Borrowings

Short-Term Debt — Xcel Energy Inc. and its utility subsidiaries meet their short-term liquidity requirements primarily through the issuance of commercial paper and borrowings under their credit facilities and term loan agreements.

Commercial paper and term loan borrowings outstanding for Xcel Energy:

(Amounts in Millions, Except Interest Rates)Three Months Ended Sept. 30, 2025Year Ended Dec. 31, 2024
Borrowing limit$4,750$3,550
Amount outstanding at period end1,330695
Average amount outstanding949508
Maximum amount outstanding1,3301,314
Weighted average interest rate, computed on a daily basis4.55%5.47%
Weighted average interest rate at period end4.384.64

Letters of Credit — Xcel Energy Inc. and its utility subsidiaries use letters of credit, generally with terms of one year, to provide financial guarantees for certain obligations. There was $74 million and $42 million of letters of credit outstanding under the credit facilities at Sept. 30, 2025 and Dec. 31, 2024. Amounts approximate their fair value and are subject to fees.

Table of Contents

Revolving Credit Facilities — In order to issue commercial paper, Xcel Energy Inc. and its utility subsidiaries must have revolving credit facilities equal to or greater than the commercial paper borrowing limits and cannot issue commercial paper exceeding available credit facility capacity. The lines of credit provide short-term financing in the form of notes payable to banks, letters of credit and back-up support for commercial paper borrowings.

Amended Credit Agreements — In May 2025, Xcel Energy Inc., NSP-Minnesota, NSP-Wisconsin, PSCo and SPS each entered into an amended five-year credit agreement with a syndicate of banks. The aggregate borrowing limit was increased to $4.75 billion. The amended credit agreements have substantially the same terms and conditions as the prior agreements, with the following changes:

  • Maturities were extended from September 2027 to December 2029.

  • Borrowing limit for Xcel Energy Inc. was increased from $1.5 billion to $2 billion.

  • Borrowing limit for PSCo was increased from $700 million to $1.2 billion.

  • Borrowing limit for NSP-Minnesota was increased from $700 million to $800 million.

  • Borrowing limit for SPS was increased from $500 million to $600 million.

As of Sept. 30, 2025, Xcel Energy Inc. and its utility subsidiaries had the following committed revolving credit facilities available:

(Millions of Dollars)Credit Facility (a)Drawn (b)Available
Xcel Energy Inc.$2,000$1,330$670
PSCo1,200301,170
NSP-Minnesota80044756
SPS600—600
NSP-Wisconsin150—150
Total$4,750$1,404$3,346

(a)Expires in December 2029.

(b)Includes outstanding commercial paper and letters of credit.

Xcel Energy Inc., NSP-Minnesota, PSCo, and SPS each have the right to request an extension of the credit facility termination date for two additional one-year periods. NSP-Wisconsin has the right to request an extension of the credit facility termination date for an additional one-year period. All extension requests are subject to majority bank group approval.

All credit facility bank borrowings, outstanding letters of credit and outstanding commercial paper reduce the available capacity of the credit facility. Xcel Energy Inc. and its utility subsidiaries had no direct advances on the credit facilities outstanding as of Sept. 30, 2025 and Dec. 31, 2024.

Bilateral Credit Agreement

In April 2025, NSP-Minnesota’s uncommitted bilateral credit agreement was renewed for an additional one-year term. The credit agreement is limited in use to support letters of credit.

As of Sept. 30, 2025, NSP-Minnesota had $69 million of outstanding letters of credit under the $75 million bilateral credit agreement.

Long-Term Borrowings and Other Financing Instruments

During the nine months ended Sept. 30, 2025, Xcel Energy Inc. and its utility subsidiaries issued the following:

  • Xcel Energy Inc. issued $350 million of 4.75% Senior Unsecured Notes due March 21, 2028 and $750 million of 5.60% Senior Unsecured Notes due April 15, 2035.

  • PSCo issued $400 million of 5.35% First Mortgage Bonds due May 15, 2034, $800 million of 5.85% First Mortgage Bonds due May 15, 2055, and $800 million of 5.15% First Mortgage Bonds due Sept. 15, 2035.

  • NSP-Minnesota issued $600 million of 5.05% First Mortgage Bonds due May 15, 2035 and $500 million of 5.65% First Mortgage Bonds due May 15, 2055.

  • SPS issued $500 million of 5.30% First Mortgage Bonds due May 15, 2035.

  • NSP-Wisconsin issued $250 million of 5.65% First Mortgage Bonds due June 15, 2054.

  • In October 2025, Xcel Energy Inc. issued $900 million of 6.25% Junior Subordinated Notes due Oct. 15, 2085. The notes may be redeemed at par value on or after Oct. 15, 2030.

ATM Equity Offerings — In October 2023, Xcel Energy Inc. filed a prospectus supplement under which it may sell up to $2.5 billion of its common stock through an ATM program. In 2023, 3.1 million shares of common stock were issued ($188 million in net proceeds and $2 million in transaction fees paid). In 2024, 18.3 million shares of common stock were issued ($1.10 billion in net proceeds and $9 million in transaction fees paid). In the nine months ended Sept. 30, 2025, 16.4 million shares ($1.16 billion in net proceeds and $9 million in transaction fees paid) were issued under the ATM program. As of August 1, 2025, no further transactions will occur under this ATM program.

In August 2025, Xcel Energy Inc. filed a prospectus supplement under which it may sell up to $4 billion of its common stock through an ATM program. In addition to the issuance and sale of shares of common stock to or through sales agents, Xcel Energy Inc. also may use the 2025 ATM program to enter into forward sale agreements under separate forward sale confirmations between Xcel Energy Inc. and a banking counterparty.

Forward Equity Agreements — Xcel Energy Inc. has entered into multiple forward sale agreements in 2024 and 2025 in connection with completed public offerings of Xcel Energy common stock, as follows:

Agreements EnteredCommon Shares (in millions)Final MaturityExpected Proceeds (millions of dollars)
2024 forward equity agreements21.1June 2026 (a)$1,364(b)
2025 forward equity agreements (c)10.0Dec. 2025 to Mar. 2027 (a)728(b)
2025 collared forward equity agreements (c)8.2Dec. 2026(d)

(a)Xcel Energy may settle the agreements at any time until final maturity.

(b)Actual cash proceeds will be impacted by the timing of settlement. Forward prices are based on the public offering price (net of underwriting fees), increased for the overnight bank funding rate, less a spread and less expected dividends on Xcel Energy’s common stock during the period the agreements are outstanding.

(c)Entered under the 2025 ATM prospectus supplement.

(d)Pricing for the physical delivery of common shares will be based on an average market price for Xcel Energy’s common stock during a period preceding settlement in December 2026, subject to a cap price and floor price derived from the September 2025 public offerings. Minimum expected proceeds are approximately $580 million.

Table of Contents

No amounts have been recorded to the consolidated financial statements related to these forward sale agreements and collared forward sale agreements, which remain unsettled at Sept. 30, 2025. If settled in physical shares, stockholders’ equity equal to cash proceeds will be recorded at settlement.

The 2025 collared forward equity agreements cannot be settled until December 2026, and net cash settlement and net share settlement are generally unavailable. The 2024 and 2025 forward equity agreements could have been settled at Sept. 30, 2025 with physical delivery of common shares to the banking counterparties in exchange for cash; if Xcel Energy unilaterally elected net cash or net share settlement, these agreements also could have been settled with delivery of cash or shares of common stock to the banking counterparties, as follows:

Pro-Forma/Hypothetical Transactions
Agreements EnteredNet Settlement proceeds:Physical Share Delivery Proceeds (millions of dollars)
Common Shares (in millions)Net Cash (millions of dollars)
2024 forward equity agreements2.7203$1,354
2025 forward equity agreements0.216725

Equity through DRIP and Benefits Program — Xcel Energy issued $48 million and $50 million of equity through the DRIP and benefits programs during the nine months ended Sept. 30, 2025 and 2024, respectively. The programs allow shareholders to reinvest their dividends directly in Xcel Energy Inc. common stock.

Xcel Energy Inc.’s Purchase of NSP-Minnesota’s First Mortgage Bonds — During the nine months ended Sept. 30, 2025, Xcel Energy Inc. purchased $190 million in aggregate principal amounts of NSP-Minnesota’s 2.90% First Mortgage Bonds Series due March 1, 2050, 2.60% First Mortgage Bonds Series due June 1, 2051 and 3.20% First Mortgage Bonds Series due April 1, 2052, for $122 million. On a consolidated basis, Xcel Energy Inc.’s repurchases of NSP-Minnesota First Mortgage Bonds were accounted for as debt extinguishments and resulted in pre-tax gains of approximately $63 million, net of unamortized discount and debt issuance costs. NSP- Minnesota’s interest expense related to the repurchased bonds was $1.4 million for the nine months ended Sept. 30, 2025.

5. Revenues

Revenue is classified by the type of goods/services rendered and market/customer type. Xcel Energy’s operating revenues consisted of the following:

Three Months Ended Sept. 30, 2025
(Millions of Dollars)ElectricNatural GasAll OtherTotal
Major revenue types
Revenue from contracts with customers:
Residential$1,260$133$2$1,395
C&I1,7508251,837
Other40—242
Total retail3,05021593,274
Wholesale205——205
Transmission200——200
Other2233—55
Total revenue from contracts with customers3,47724893,734
Alternative revenue and other161164181
Total revenues$3,638$264$13$3,915
Three Months Ended Sept. 30, 2024
(Millions of Dollars)ElectricNatural GasAll OtherTotal
Major revenue types
Revenue from contracts with customers:
Residential$1,153$126$—$1,279
C&I1,6346861,708
Other38—240
Total retail2,82519483,027
Wholesale191——191
Transmission187——187
Other132—33
Total revenue from contracts with customers3,20422683,438
Alternative revenue and other189134206
Total revenues$3,393$239$12$3,644
Nine Months Ended Sept. 30, 2025
(Millions of Dollars)ElectricNatural GasAll OtherTotal
Major revenue types
Revenue from contracts with customers:
Residential$3,065$977$3$4,045
C&I4,557521225,100
Other113—6119
Total retail7,7351,498319,264
Wholesale556——556
Transmission541——541
Other61129—190
Total revenue from contracts with customers8,8931,6273110,551
Alternative revenue and other4588811557
Total revenues$9,351$1,715$42$11,108
Nine Months Ended Sept. 30, 2024
(Millions of Dollars)ElectricNatural GasAll OtherTotal
Major revenue types
Revenue from contracts with customers:
Residential$2,813$885$10$3,708
C&I4,245439214,705
Other108—7115
Total retail7,1661,324388,528
Wholesale501——501
Transmission493——493
Other37133—170
Total revenue from contracts with customers8,1971,457389,692
Alternative revenue and other5407811629
Total revenues$8,737$1,535$49$10,321

Table of Contents

6. Income Taxes

Reconciliation between the statutory rate and ETR:

Three Months Ended Sept. 30Nine Months Ended Sept. 30
2025202420252024
Federal statutory rate21.0%21.0%21.0%21.0%
State income tax on pretax income, net of federal tax effect5.24.74.94.8
(Decreases) increases:
PTCs (a)(17.0)(16.0)(27.0)(26.2)
Plant regulatory differences (b)(8.2)(5.7)(7.2)(5.9)
Other tax credits, net operating loss & tax credit allowances(0.4)(1.5)(0.9)(1.1)
Other, net0.9(1.1)0.8(0.3)
Effective income tax rate1.5%1.4%(8.4)%(7.7)%

(a)Wind and solar PTCs (net of estimated transfer discounts) are generally credited to customers (reduction to revenue) and do not materially impact earnings.

(b)Plant regulatory differences primarily relate to the credit of excess deferred taxes to customers. Income tax benefits associated with the credit are offset by corresponding revenue reductions.

7. Earnings Per Share

Basic EPS was computed by dividing the earnings available to common shareholders by the average weighted number of common shares outstanding. Diluted EPS was computed by dividing the earnings available to common shareholders by the diluted weighted average number of common shares outstanding.

Diluted EPS reflects the potential dilution that could occur if securities or other agreements to issue common stock (i.e., common stock equivalents) were settled.

Common Stock Equivalents — Common stock equivalents include commitments to issue common stock related to forward equity agreements, collared forward equity agreements and time-based equity compensation awards. To the extent dilutive, these items are included in diluted shares outstanding using the treasury stock method.

Stock equivalent units granted to Xcel Energy Inc.’s Board of Directors are included in common shares outstanding upon grant date as there is no further service, performance or market condition associated with these awards. Restricted stock issued to employees is included in common shares outstanding when granted.

Share-based compensation arrangements for which there is currently no dilutive impact to EPS include the following:

  • Equity awards subject to a performance condition; included in common shares outstanding when all necessary conditions have been satisfied by the end of the reporting period.

  • Liability awards subject to a performance condition; any portions settled in shares are included in common shares outstanding upon settlement.

Common shares outstanding used in the basic and diluted EPS computation:

Three Months Ended Sept. 30Nine Months Ended Sept. 30
(Shares in Millions)2025202420252024
Basic592564584559
Diluted (a)595565587559

(a)Diluted common shares outstanding included common stock equivalents of 3.1 million and 0.4 million for the three months ended Sept. 30, 2025 and 2024, respectively. Diluted common shares outstanding included common stock equivalents of 2.2 million and 0.3 million for the nine months ended Sept. 30, 2025 and 2024, respectively.

8. Fair Value of Financial Assets and Liabilities

Fair Value Measurements

Accounting guidance for fair value measurements and disclosures provides a hierarchical framework for disclosing the observability of the inputs utilized in measuring assets and liabilities at fair value.

  • Level 1 — Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. The types of assets and liabilities included in Level 1 are actively traded instruments with observable actual trading prices.

  • Level 2 — Pricing inputs are other than actual trading prices in active markets but are either directly or indirectly observable as of the reporting date. The types of assets and liabilities included in Level 2 are typically either comparable to actively traded securities or contracts or priced with models using highly observable inputs.

  • Level 3 — Significant inputs to pricing have little or no observability as of the reporting date. The types of assets and liabilities included in Level 3 include those valued with models requiring significant judgment or estimation.

Specific valuation methods include:

Investments in equity securities and other funds — Equity securities are valued using quoted prices in active markets. The fair values for commingled funds are measured using NAVs. The investments in commingled funds may be redeemed for NAV with proper notice. Private equity commingled funds require approval of the fund for any unscheduled redemption, and such redemptions may be approved or denied by the fund at its sole discretion. Unscheduled distributions from real estate commingled funds may be redeemed with proper notice, however, withdrawals may be delayed or discounted as a result of fund illiquidity.

Investments in debt securities — Fair values for debt securities are determined by a third party pricing service using recent trades and observable spreads from benchmark interest rates for similar securities.

Interest rate derivatives — Fair values of interest rate derivatives are based on broker quotes that utilize current market interest rate forecasts.

Commodity derivatives — Methods used to measure the fair value of commodity derivative forwards and options utilize forward prices and volatilities, as well as pricing adjustments for specific delivery locations, and are generally assigned a Level 2 classification. When contracts relate to inactive delivery locations or extend to periods beyond those readily observable on active exchanges, the significance of the use of less observable inputs on a valuation is evaluated and may result in Level 3 classification.

Table of Contents

Electric commodity derivatives held by NSP-Minnesota and SPS include transmission congestion instruments, generally referred to as FTRs. FTRs purchased from an RTO are financial instruments that entitle or obligate the holder to monthly revenues or charges based on transmission congestion across a given transmission path.

The values of these instruments are derived from, and designed to offset, the costs of transmission congestion. In addition to overall transmission load, congestion is also influenced by the operating schedules of power plants and the consumption of electricity pertinent to a given transmission path. Unplanned plant outages, scheduled plant maintenance, changes in the relative costs of fuels used in generation, weather and overall changes in demand for electricity can each impact the operating schedules of the power plants on the transmission grid and the value of these instruments.

FTRs are recognized at fair value and adjusted each period prior to settlement. Given the limited observability of certain variables underlying the reported auction values of FTRs, these fair value measurements have been assigned a Level 3 classification.

Net congestion costs, including the impact of FTR settlements, are shared through fuel and purchased energy cost recovery mechanisms. As such, the fair value of the unsettled instruments (i.e., derivative asset or liability) is offset/deferred as a regulatory asset or liability.

Non-Derivative Fair Value Measurements

Nuclear Decommissioning Fund

The NRC requires NSP-Minnesota to maintain a portfolio of investments to fund the costs of decommissioning its nuclear generating plants. Assets of the nuclear decommissioning fund are legally restricted for the purpose of decommissioning these facilities. The fund contains cash equivalents, debt securities, equity securities and other investments. NSP-Minnesota uses the MPUC approved asset allocation for the investment targets by asset class for the qualified trust.

NSP-Minnesota recognizes the costs of funding the decommissioning over the lives of the nuclear plants, assuming rate recovery of all costs. Realized and unrealized gains on fund investments over the life of the fund are deferred as an offset of NSP-Minnesota’s regulatory asset or as a regulatory liability (dependent on funding status) for nuclear decommissioning costs. Consequently, any realized and unrealized gains and losses on securities in the nuclear decommissioning fund are deferred as a component of the regulatory asset/liability.

Unrealized gains for the nuclear decommissioning fund were $1.7 billion and $1.4 billion as of Sept. 30, 2025 and Dec. 31, 2024, respectively, and unrealized losses were $44 million and $49 million as of Sept. 30, 2025 and Dec. 31, 2024, respectively.

Non-derivative instruments with recurring fair value measurements in the nuclear decommissioning fund:

Sept. 30, 2025
Fair Value
(Millions of Dollars)CostLevel 1Level 2Level 3NAVTotal
Nuclear decommissioning fund (a)
Cash equivalents$68$68$—$—$—$68
Commingled funds696———1,0411,041
Debt securities903—89810—908
Equity securities5411,8502——1,852
Total$2,208$1,918$900$10$1,041$3,869

(a)Reported in nuclear decommissioning fund and other investments on the consolidated balance sheets, which also includes $239 million of equity method investments and $165 million of rabbi trust assets and other miscellaneous investments.

Dec. 31, 2024
Fair Value
(Millions of Dollars)CostLevel 1Level 2Level 3NAVTotal
Nuclear decommissioning fund (a)
Cash equivalents$39$39$—$—$—$39
Commingled funds703———1,0251,025
Debt securities866—83214—846
Equity securities5221,5831——1,584
Total$2,130$1,622$833$14$1,025$3,494

(a)Reported in nuclear decommissioning fund and other investments on the consolidated balance sheets, which also includes $246 million of equity method investments and $156 million of rabbi trust assets and other miscellaneous investments.

For the three and nine months ended Sept. 30, 2025 and 2024, there were immaterial transfers of Level 3 investments between levels.

Contractual maturity dates of debt securities in the nuclear decommissioning fund as of Sept. 30, 2025:

Final Contractual Maturity
(Millions of Dollars)Due in 1 Year or LessDue in 1 to 5 YearsDue in 5 to 10 YearsDue after 10 YearsTotal
Debt securities$9$341$271$287$908

Rabbi Trusts

Xcel Energy has established rabbi trusts to provide partial funding for future deferred compensation plan distributions. The fair value of assets held in the rabbi trusts were $105 million and $96 million at Sept. 30, 2025 and Dec. 31, 2024, respectively, comprised of cash equivalents and mutual funds (level 1 valuation methods). Amounts are reported in nuclear decommissioning fund and other investments on the consolidated balance sheet.

Derivative Activities and Fair Value Measurements

Xcel Energy enters into derivative instruments, including forward contracts, futures, swaps and options, for trading purposes and to manage risk in connection with changes in interest rates, and utility commodity prices.

Table of Contents

Interest Rate Derivatives — Xcel Energy enters into contracts that effectively fix the interest rate on a specified principal amount of a hypothetical future debt issuance. These financial swaps net settle based on changes in a specified benchmark interest rate, acting as a hedge of changes in market interest rates that will impact specified anticipated debt issuances. These derivative instruments are designated as cash flow hedges for accounting purposes, with changes in fair value prior to occurrence of the hedged transactions recorded as other comprehensive income.

As of Sept. 30, 2025, accumulated other comprehensive loss related to interest rate derivatives included $3 million of net losses expected to be reclassified into earnings during the next 12 months as the hedged transactions impact earnings. As of Sept. 30, 2025, Xcel Energy had unsettled interest rate derivatives with a notional amount of $120 million and an immaterial fair value.

See Note 11 for the financial impact of qualifying interest rate cash flow hedges on Xcel Energy’s accumulated other comprehensive loss included in the consolidated statements of common stockholder’s equity and in the consolidated statements of comprehensive income.

Wholesale and Commodity Trading — Xcel Energy Inc.’s utility subsidiaries conduct various wholesale and commodity trading activities, including the purchase and sale of electric capacity, energy, energy-related instruments and natural gas-related instruments, including derivatives. Xcel Energy is allowed to conduct these activities within guidelines and limitations as approved by its risk management committee, comprised of management personnel not directly involved in the activities governed by this policy.

Results of derivative instrument transactions entered into for trading purposes are presented in the consolidated statements of income as electric revenues, net of any sharing with customers. These activities are not intended to mitigate commodity price risk associated with regulated electric and natural gas operations. Sharing of these margins is determined through state regulatory proceedings as well as the operation of the FERC-approved joint operating agreement.

Commodity Derivatives — Xcel Energy enters into derivative instruments to manage variability of future cash flows from changes in commodity prices in its electric and natural gas operations. This could include the purchase or sale of energy or energy-related products, natural gas to generate electric energy, natural gas for resale and FTRs.

The most significant derivative positions outstanding at Sept. 30, 2025 and Dec. 31, 2024 for this purpose relate to FTR instruments administered by MISO and SPP. These instruments are intended to offset the impacts of transmission system congestion.

When Xcel Energy enters into derivative instruments that mitigate commodity price risk on behalf of electric and natural gas customers, the instruments are not typically designated as qualifying hedging transactions. The classification of unrealized losses or gains on these instruments as a regulatory asset or liability, if applicable, is based on approved regulatory recovery mechanisms.

As of Sept. 30, 2025, Xcel Energy had no commodity contracts designated as cash flow hedges.

Gross notional amounts of commodity forwards, options and FTRs:

(Amounts in Millions) (a)(b)Sept. 30, 2025Dec. 31, 2024
MWh of electricity5038
MMBtu of natural gas5677

(a)Not reflective of net positions in the underlying commodities.

(b)Notional amounts for options included on a gross basis but weighted for the probability of exercise.

Consideration of Credit Risk and Concentrations — Xcel Energy continuously monitors the creditworthiness of counterparties to its interest rate derivatives and commodity derivative contracts prior to settlement and assesses each counterparty’s ability to perform on the transactions set forth in the contracts. Impact of credit risk was immaterial to the fair value of unsettled commodity derivatives presented on the consolidated balance sheets.

Xcel Energy’s utility subsidiaries’ often have significant concentrations of credit risk with particular entities or industries in their wholesale, trading and non-trading commodity activities.

As of Sept. 30, 2025, two of Xcel Energy’s ten most significant counterparties for these activities, comprising $21 million, or 12%, of this credit exposure, had investment grade credit ratings from S&P Global Ratings, Moody’s Investor Services or Fitch Ratings.

Seven of the ten most significant counterparties, comprising $85 million, or 51%, of this credit exposure, were not rated by these external ratings agencies, but based on Xcel Energy’s internal analysis, had credit quality consistent with investment grade.

One of these significant counterparties, comprising $28 million, or 17%, of this credit exposure, had credit quality less than investment grade, based on internal analysis.

Seven of these significant counterparties are municipal or cooperative electric entities, RTOs or other utilities.

Credit Related Contingent Features — Contract provisions for derivative instruments that the utility subsidiaries enter, including those accounted for as normal purchase and normal sale contracts and therefore not reflected on the consolidated balance sheets, may require the posting of collateral or settlement of the contracts for various reasons, including if the applicable utility subsidiary’s credit ratings are downgraded below its investment grade credit rating by any of the major credit rating agencies.

As of Sept. 30, 2025 and Dec. 31, 2024, there were $7 million and $11 million of derivative liabilities with such underlying contract provisions.

Certain contracts also contain cross default provisions that may require the posting of collateral or settlement of the contracts if there was a failure under other financing arrangements related to payment terms or other covenants.

As of Sept. 30, 2025 and Dec. 31, 2024, there were approximately $62 million and $69 million of derivative liabilities with such underlying contract provisions, respectively.

Certain derivative instruments are also subject to contract provisions that contain adequate assurance clauses. These provisions allow counterparties to seek performance assurance, including cash collateral, in the event that a given utility subsidiary’s ability to fulfill its contractual obligations is reasonably expected to be impaired.

Xcel Energy had no collateral posted related to adequate assurance clauses in derivative contracts as of Sept. 30, 2025 and Dec. 31, 2024.

Table of Contents

Recurring Derivative Fair Value Measurements

Impact of derivative activity:

Pre-Tax Fair Value Gains (Losses) Recognized During the Period in:
(Millions of Dollars)Accumulated Other Comprehensive LossRegulatory Assets and Liabilities
Three Months Ended Sept. 30, 2025
Other derivative instruments:
Electric commodity$—$13
Natural gas commodity$—$(8)
Total$—$5
Nine Months Ended Sept. 30, 2025
Derivatives designated as cash flow hedges:
Interest rate$1$—
Total$1$—
Other derivative instruments:
Electric commodity$—$27
Natural gas commodity—(1)
Total$—$26
Three Months Ended Sept. 30, 2024
Other derivative instruments:
Natural gas commodity$—$(6)
Total$—$(6)
Nine Months Ended Sept. 30, 2024
Derivatives designated as cash flow hedges:
Interest rate$29$—
Total$29$—
Other derivative instruments:
Electric commodity$—$41
Natural gas commodity—(3)
Total$—$38
Pre-Tax (Gains) Losses Reclassified into Income During the Period from:Pre-Tax Gains (Losses) Recognized During the Period in Income
(Millions of Dollars)Accumulated Other Comprehensive LossRegulatory Assets and Liabilities
Three Months Ended Sept. 30, 2025
Derivatives designated as cash flow hedges:
Interest rate$1(a)$—$—
Total$1$—$—
Other derivative instruments:
Commodity trading$—$—$2(b)
Electric commodity—(1)(c)—
Total$—$(1)$2
Nine Months Ended Sept. 30, 2025
Derivatives designated as cash flow hedges:
Interest rate$3(a)$—$—
Total$3$—$—
Other derivative instruments:
Commodity trading$—$—$(5)(b)
Electric commodity—(22)(c)—
Natural gas commodity——(13)(d)(e)
Total$—$(22)$(18)
Three Months Ended Sept. 30, 2024
Derivatives designated as cash flow hedges:
Interest rate$1(a)$—$—
Total$1$—$—
Other derivative instruments:
Commodity trading$—$—$3(b)
Electric commodity—(13)(c)—
Total$—$(13)$3
Nine Months Ended Sept. 30, 2024
Derivatives designated as cash flow hedges:
Interest rate$3(a)$—$—
Total$3$—$—
Other derivative instruments:
Commodity trading$—$—$(19)(b)
Electric commodity—(16)(c)—
Natural gas commodity——(14)(d)(e)
Total$—$(16)$(33)

(a)Recorded to interest charges.

(b)Recorded to electric revenues. Presented amounts do not reflect non-derivative transactions or margin sharing with customers.

(c)Recorded to electric fuel and purchased power. These derivative settlement gains and losses are shared with electric customers through fuel and purchased energy cost-recovery mechanisms, and reclassified out of income as regulatory assets or liabilities, as appropriate. FTR settlements are shared with customers and do not have a material impact on net income. Presented amounts reflect changes in fair value between auction and settlement dates, but exclude the original auction fair value.

(d)Other than $2 million of 2025 and 2024 losses recorded to electric fuel and purchased power, amounts are recorded to cost of natural gas sold and transported. Amounts are subject to cost-recovery mechanisms and reclassified out of income to a regulatory asset, as appropriate.

(e)Relates primarily to option premium amortization.

Xcel Energy had no derivative instruments designated as fair value hedges during the nine months ended Sept. 30, 2025 and 2024.

Table of Contents

Derivative assets and liabilities measured at fair value on a recurring basis were as follows:

Sept. 30, 2025Dec. 31, 2024
Fair ValueFair Value TotalNetting (a)TotalFair ValueFair Value TotalNetting (a)Total
(Millions of Dollars)Level 1Level 2Level 3Level 1Level 2Level 3
Current derivative assets
Other derivative instruments:
Commodity trading$4$15$8$27$(18)$9$6$20$8$34$(23)$11
Electric commodity——190190(2)188——9090(1)89
Natural gas commodity—19—19—19—14—14—14
Total current derivative assets$4$34$198$236$(20)$216$6$34$98$138$(24)$114
Noncurrent derivative assets
Other derivative instruments:
Commodity trading$3$29$37$69$(13)$56$8$37$47$92$(20)$72
Total noncurrent derivative assets$3$29$37$69$(13)$56$8$37$47$92$(20)$72
Sept. 30, 2025Dec. 31, 2024
Fair ValueFair Value TotalNetting (a)TotalFair ValueFair Value TotalNetting (a)Total
(Millions of Dollars)Level 1Level 2Level 3Level 1Level 2Level 3
Current derivative liabilities
Other derivative instruments:
Commodity trading$6$23$6$35$(19)$16$7$35$5$47$(23)$24
Electric commodity——22(2)———11(1)—
Natural gas commodity—9—9—9—7—7—7
Total current derivative liabilities$6$32$8$46$(21)25$7$42$6$55$(24)31
PPAs (b)66
Current derivative instruments$31$37
Noncurrent derivative liabilities
Other derivative instruments:
Commodity trading$8$25$40$73$(15)$58$11$32$40$83$(22)$61
Total noncurrent derivative liabilities$8$25$40$73$(15)58$11$32$40$83$(22)61
PPAs (b)1116
Noncurrent derivative instruments$69$77

(a)Xcel Energy nets derivative instruments and related collateral on its consolidated balance sheets when supported by a legally enforceable master netting agreement. At Sept. 30, 2025 and Dec. 31, 2024, derivative assets and liabilities include no obligations to return cash collateral. At Sept. 30, 2025 and Dec. 31, 2024, derivative assets and liabilities include rights to reclaim cash collateral of $3 million and $2 million, respectively. Counterparty netting amounts presented exclude settlement receivables and payables and non-derivative amounts that may be subject to the same master netting agreements.

(b)Xcel Energy currently applies the normal purchase exception to qualifying PPAs. Balance relates to specific contracts that were previously recognized at fair value prior to applying the normal purchase exception, and are being amortized over the remaining contract lives along with the offsetting regulatory assets and liabilities.

Table of Contents

Changes in Level 3 commodity derivatives:

Three Months Ended Sept 30
(Millions of Dollars)20252024
Balance at July 1$243$239
Purchases (a)—2
Settlements (a)(66)(76)
Net transactions recorded during the period:
Losses recognized in earnings (b)(1)(9)
Net gains recognized as regulatory assets and liabilities (a)116
Balance at Sept. 30$187$162
Nine Months Ended Sept 30
(Millions of Dollars)20252024
Balance at Jan. 1$99$90
Purchases (a)260179
Settlements (a)(209)(237)
Net transactions recorded during the period:
Losses recognized in earnings (b)(10)(6)
Net gains recognized as regulatory assets and liabilities (a)47136
Balance at Sept. 30$187$162

(a)Relates primarily to NSP-Minnesota and SPS FTR instruments administered by MISO and SPP.

(b)Relates to commodity trading and is subject to substantial offsetting losses and gains on derivative instruments categorized as levels 1 and 2 in the income statement. See above tables for the income statement impact of derivative activity, including commodity trading gains and losses.

Fair Value of Long-Term Debt

As of Sept. 30, 2025, other financial instruments for which the carrying amount did not equal fair value:

Sept. 30, 2025Dec. 31, 2024
(Millions of Dollars)Carrying AmountFair ValueCarrying AmountFair Value
Long-term debt, including current portion$32,035$29,744$28,419$25,115

Fair value of Xcel Energy’s long-term debt is estimated based on recent trades and observable spreads from benchmark interest rates for similar securities. Fair value estimates are based on information available to management as of Sept. 30, 2025 and Dec. 31, 2024, and given the observability of the inputs, fair values presented for long-term debt were assigned as Level 2.

9. Benefit Plans and Other Postretirement Benefits

Components of Net Periodic Benefit Cost (Credit)

Three Months Ended Sept. 30
2025202420252024
(Millions of Dollars)Pension BenefitsPostretirement Health Care Benefits
Service cost$19$19$1$—
Interest cost (a)383766
Expected return on plan assets (a)(52)(52)(5)(4)
Amortization of prior service credit (a)(1)———
Amortization of net loss (a)771—
Settlement charge (b)—6——
Net periodic benefit cost111732
Effects of regulation3(1)——
Net benefit cost recognized for financial reporting$14$16$3$2
Nine Months Ended Sept. 30
2025202420252024
(Millions of Dollars)Pension BenefitsPostretirement Health Care Benefits
Service cost$57$57$1$1
Interest cost (a)1161131816
Expected return on plan assets (a)(156)(155)(15)(13)
Amortization of prior service credit (a)(1)(1)——
Amortization of net loss (a)212231
Settlement charge (b)—62——
Net periodic benefit cost379875
Effects of regulation7(37)——
Net benefit cost recognized for financial reporting$44$61$7$5

(a)The components of net periodic cost other than the service cost component are included in the line item “Other income, net” in the consolidated statements of income or capitalized on the consolidated balance sheets as a regulatory asset.

(b)A settlement charge is required when the amount of lump-sum distributions during the year is greater than the sum of the service and interest cost components of the annual net periodic pension cost. In the three and nine months ended Sept. 30, 2024, as a result of lump-sum distributions during the 2024 plan year, Xcel Energy recorded a pension settlement charge of $6 million and $62 million, respectively, the majority of which was not recognized due to the effects of regulation. A total of $1 million and $8 million was recognized in the consolidated statement of income for the three and nine months ended Sept. 30, 2024.

In January 2025, contributions totaling $125 million were made across Xcel Energy’s pension plans. Xcel Energy does not expect additional pension contributions during 2025.

10. Commitments and Contingencies

Legal

Xcel Energy is involved in various litigation matters in the ordinary course of business. The assessment of whether a loss is probable or is a reasonable possibility, and whether the loss or a range of loss is estimable, often involves a series of complex judgments about future events. Management maintains accruals for losses probable of being incurred and subject to reasonable estimation.

Management is sometimes unable to estimate an amount or range of a reasonably possible loss in certain situations, including but not limited to when (1) the damages sought are indeterminate, (2) the proceedings are in the early stages, or (3) the matters involve novel or unsettled legal theories.

Table of Contents

In such cases, there is considerable uncertainty regarding the timing or ultimate resolution, including a possible eventual loss. For current proceedings not specifically reported herein, management does not anticipate that the ultimate liabilities, if any, would have a material effect on Xcel Energy’s consolidated financial statements. Legal fees are generally expensed as incurred.

Gas Trading Litigation — e prime is a wholly owned subsidiary of Xcel Energy. e prime was in the business of natural gas trading and marketing but has not engaged in natural gas trading or marketing activities since 2003. Multiple lawsuits involving multiple plaintiffs seeking monetary damages were commenced against e prime and its affiliates, including Xcel Energy, between 2003 and 2009 alleging fraud and anticompetitive activities in conspiring to restrain the trade of natural gas and manipulate natural gas prices. Cases were all consolidated in the U.S. District Court in Nevada.

One case remains open, which is the multi-district litigation matter consisting of a Wisconsin purported class (Arandell Corp.). In October 2025, a settlement in principle was reached, resulting in an immaterial loss consistent with previously accrued amounts. This settlement is subject to court approval.

Marshall Wildfire Litigation — In December 2021, a wildfire ignited in Boulder County, Colorado (Marshall Fire), which burned over 6,000 acres and destroyed or damaged over 1,000 structures. According to an October 2022 statement from the Colorado Insurance Commissioner, the Marshall Fire is estimated to have caused more than $2 billion in property losses.

On June 8, 2023, the Boulder County Sheriff’s Office released its Marshall Fire Investigative Summary and Review and its supporting documents (Sheriff’s Report). According to the Sheriff’s Report, on Dec. 30, 2021, a fire ignited on a residential property in Boulder, Colorado, located in PSCo’s service territory, for reasons unrelated to PSCo’s power lines. According to the Sheriff’s Report, approximately one hour and 20 minutes after the first ignition, a second fire ignited just south of the Marshall Mesa Trailhead in unincorporated Boulder County, Colorado, also located in PSCo’s service territory. According to the Sheriff’s Report, the second ignition started approximately 80 to 110 feet away from PSCo’s power lines in the area.

PSCo is aware of 307 complaints, most of which have also named Xcel Energy Inc. and Xcel Energy Services Inc. as additional defendants, relating to the Marshall Fire. The complaints are on behalf of at least 4,087 plaintiffs. The complaints generally allege that PSCo’s equipment ignited the Marshall Fire and assert various causes of action under Colorado law, including negligence, premises liability, trespass, nuisance, wrongful death, willful and wanton conduct, negligent infliction of emotional distress, loss of consortium and inverse condemnation. Certain of the complaints also seek exemplary damages. In addition to asserting claims against PSCo, Xcel Energy Inc. and Xcel Energy Services, various Plaintiffs, including insurance company plaintiffs, asserted claims against certain telecommunications companies (the Telecom Companies). In April 2025, most of the remaining plaintiffs amended their complaints to also assert claims against the Telecom Companies. In June 2025, the Boulder County District Court dismissed Xcel Energy Inc. from the complaints that named that entity as a defendant, due to lack of jurisdiction.

An initial trial on liability issues was scheduled to start in September 2025. Prior to trial, in September 2025, Xcel Energy, Qwest Corporation and Teleport Communications America, LLC reached settlement agreements in principle that resolve all claims asserted by the subrogation insurers, the public entity plaintiffs and individual plaintiffs. PSCo did not admit any fault, wrongdoing or negligence in connection with these settlement agreements.

PSCo expects to pay approximately $640 million related to these settlements, with approximately $353 million expected to be reimbursed to PSCo by remaining insurance coverage (after consideration of legal costs incurred to date). PSCo recognized a $287 million charge to earnings as a result of these settlement agreements in the quarterly period ended Sept. 30, 2025.

A remaining estimated liability of $640 million is presented in other current liabilities as of Sept. 30, 2025; no estimated liability was recognized as of Dec. 31, 2024. PSCo records insurance recoveries when it is deemed probable that recovery will occur, and PSCo can reasonably estimate the amount or range. Insurance receivables of $353 million related to the settlement are presented in prepayments and other current assets as of Sept. 30, 2025; no such insurance receivables were recognized as of Dec. 31, 2024.

The agreements in principle remain subject to final documentation and individual plaintiffs opting in to the agreements negotiated and recommended by their counsel. The trial that was scheduled to begin in September 2025 has been vacated to allow the parties time to execute definitive settlement agreements. To the extent any individual plaintiffs choose to opt out of the agreements negotiated and recommended by their counsel and such cases are not otherwise resolved, they will be subject to further litigation.

2024 Smokehouse Creek Fire Complex — On February 26, 2024, multiple wildfires began in the Texas Panhandle, including the Smokehouse Creek Fire and the 687 Reamer Fire, which burned into the perimeter of the Smokehouse Creek Fire (together, referred to herein as the “Smokehouse Creek Fire Complex”). The Texas A&M Forest Service issued incident reports that determined that the Smokehouse Creek Fire and the 687 Reamer Fire were caused by power lines owned by SPS after wooden poles near each fire origin failed. According to the Texas A&M Forest Service’s Incident Viewer and news reports, the Smokehouse Creek Fire Complex burned approximately 1,055,000 acres. In August 2025, the Texas Attorney General’s office announced that it was opening a civil investigation into utilities, including Xcel Energy and SPS, connected to the Smokehouse Creek and Windy Deuce fires. The company is cooperating with that investigation.

SPS is aware of approximately 34 complaints, most of which have also named Xcel Energy Services Inc. as an additional defendant, relating to the Smokehouse Creek Fire Complex. The complaints, which assert claims on behalf of one or more plaintiffs, generally allege that SPS’ equipment ignited the Smokehouse Creek Fire Complex and seek compensation for losses resulting from the fire, asserting various causes of action under Texas law. In addition to seeking compensatory damages, certain of the complaints also seek exemplary damages. Of the 34 complaints, 12 have been resolved and dismissed to date, with nine others settled or settled in principle, and pending dismissal.

SPS has received 254 claims through its claims process and has reached final settlements on 212 of those claims as of the date of this filing. In addition to filed complaints and claims made through SPS’ claims process, SPS has also received information from attorneys for approximately 83 claims which have not been submitted through the claims process and have also not been filed as lawsuits, and has reached settlement of 71 of those claims through mediation.

Table of Contents

SPS has settled claims related to both of the fatalities believed to be associated with the Smokehouse Creek Fire Complex. Settlements have also been reached with the subrogated insurer plaintiffs as well as the three largest claims that have been asserted from the fire, as measured by fire-impacted acreage. Settlements reached as of the date of this filing total $361 million of expected loss payments, of which $219 million and $35 million were paid through Sept. 30, 2025 and Dec. 31, 2024, respectively.

Based on the current state of the law and the facts and circumstances available as of the date of this filing, Xcel Energy has recorded $410 million of total estimated losses for the matter (before available insurance). This represents a $120 million increase from the estimated losses as of June 30, 2025, largely driven by actual settlement activity for large claims and previously inestimable categories, such as damage to trees. A remaining estimated liability of $191 million and $180 million is presented in other current liabilities as of Sept. 30, 2025 and Dec. 31, 2024, respectively.

The cumulative estimated probable losses of $410 million for complaints and claims in connection with the Smokehouse Creek Fire Complex (before available insurance) represents the total of actual settlements reached to date plus the low end of the range for remaining reasonably estimable losses, and is subject to change as additional information becomes available. This $410 million estimate does not include amounts for (i) potential penalties or fines that may be imposed by governmental entities on Xcel Energy, (ii) exemplary or punitive damages, (iii) compensation claims by federal, state, county and local government entities or agencies, (iv) unsettled compensation claims for damage to trees and oil and gas equipment, or (v) other amounts that are not reasonably estimable.

Xcel Energy remains unable to reasonably estimate any additional loss or the upper end of the range because there are a number of unknown facts and legal considerations that may impact the amount of any potential liability, including whether additional complaints and demands may be made. In the event that SPS or Xcel Energy Services Inc. was found liable related to the litigation related to the Smokehouse Creek Fire Complex and was required to pay damages, such amounts could exceed our insurance coverage of approximately $500 million for the annual policy period and could have a material adverse effect on our financial condition, results of operations or cash flows.

The process for estimating losses associated with potential claims related to the Smokehouse Creek Fire Complex requires management to exercise significant judgment based on a number of assumptions and subjective factors, including the factors identified above and estimates based on currently available information and prior experience with wildfires. As more information becomes available, management estimates and assumptions regarding the potential financial impact of the Smokehouse Creek Fire Complex may change.

Texas law does not apply strict liability in determining an electric utility company’s liability for fire-related damages. For negligence claims under Texas law, a public utility has a duty to exercise ordinary and reasonable care.

Potential liabilities related to the Smokehouse Creek Fire Complex depend on various factors, including the cause of the equipment failure and the extent and magnitude of potential damages, including damages to residential and commercial structures, personal property, vegetation, livestock and livestock feed (including replacement feed), personal injuries and any other damages, penalties, fines or restitution that may be imposed by courts or other governmental entities if SPS is found to have been negligent.

SPS records insurance recoveries when it is deemed probable that recovery will occur, and SPS can reasonably estimate the amount or range. Insurance receivables of $341 million and $210 million, net of recoveries received, are presented in prepayments and other current assets as of Sept. 30, 2025 and Dec. 31, 2024, respectively. While SPS plans to seek recovery of all insured losses, it is unable to predict the ultimate amount and timing of such insurance recoveries.

Rate Matters and Other

Xcel Energy’s operating subsidiaries are involved in various regulatory proceedings arising in the ordinary course of business. Until resolution, typically in the form of a rate order, uncertainties may exist regarding the ultimate rate treatment for certain activities and transactions. Amounts have been recognized for probable and reasonably estimable losses that may result. Unless otherwise disclosed, any reasonably possible range of loss in excess of any recognized amount is not expected to have a material effect on the consolidated financial statements.

Prairie Island Outage Prudency Review — In March 2024, NSP-Minnesota filed its annual fuel clause adjustment true-up petition to the MPUC. In a response to that petition, intervenors recommended refunds for replacement power costs related to an outage at the Prairie Island generating station (October 2023 through February 2024).

In a September 2024 decision, the MPUC ruled NSP-Minnesota was imprudent in the operation of the Prairie Island nuclear plant based on an incident that resulted in the extended outage. The MPUC did not quantify the refund and referred the determination of the refund amount to the Office of Administrative Hearings. NSP-Minnesota recorded an estimated liability for a customer refund in 2024.

In May 2025, in the resulting case currently before an ALJ to determine the refund amount, NSP-Minnesota submitted direct testimony asserting that no more than $6 million of customer refunds are warranted for the outage.

In July 2025, intervenor direct testimony was filed by the DOC, OAG, and XLI. These parties, together with the CUB, also filed a joint motion requesting the ALJ rule that customer refunds cannot be adjusted as proposed by NSP-Minnesota, including certain reductions for avoided future outages. If NSP-Minnesota’s proposed adjustments were rejected, and other DOC and OAG direct testimony recommendations were applied to both 2023 and 2024, NSP-Minnesota estimates that the customer refunds would be approximately $34 million. The joint motion was denied in August 2025, and the application of the adjustments will be addressed in the case before the ALJ.

Rebuttal and surrebuttal testimony were filed in August and September 2025. An ALJ report is expected in March 2026, with a MPUC decision expected in the second quarter of 2026.

Cabin Creek Prudency Review — In 2015, the CPUC granted a CPCN for an $88 million upgrade project to increase the generating and storage capacity of the Cabin Creek hydroelectric storage facility, which anticipated project completion in 2020. Due to significant and unforeseen challenges, the project was not completed until 2023 and cost approximately $110 million.

In April 2025, PSCo and CPUC Staff filed a settlement agreement that would resolve the matter, with terms including reduced return on the upgrade project totaling $8 million, recognized over five years. In August 2025, the CPUC approved the settlement agreement.

Table of Contents

Environmental

New and changing federal and state environmental mandates can create financial liabilities for Xcel Energy, which are normally recovered through the regulated rate process.

Site Remediation

Various federal and state environmental laws impose liability where hazardous substances or other regulated materials have been released to the environment. Xcel Energy Inc.’s subsidiaries may sometimes pay all or a portion of the cost to remediate sites where past activities of their predecessors or other parties have caused environmental contamination.

Environmental contingencies could arise from various situations, including sites of former MGPs; and third-party sites, such as landfills, for which one or more of Xcel Energy Inc.’s subsidiaries are alleged to have sent wastes to that site.

MGP, Landfill and Disposal Sites

Xcel Energy is investigating, remediating or performing post-closure actions at 14 historical MGP, landfill or other disposal sites across its service territories, excluding sites that are being addressed under current coal ash regulations (see below).

Xcel Energy has approximately $15 million of remaining liabilities for resolution of these issues, however, the final outcome and timing are unknown. In addition, there may be regulatory recovery, insurance recovery and/or recovery from other potentially responsible parties, offsetting a portion of costs incurred.

Water and Waste

Coal Ash Regulation — Xcel Energy is subject to the CCR Rule, which imposes requirements for handling, storage, treatment and disposal of coal ash and other solid waste.

In May 2024, final amendments to the CCR Rule were published, widening its scope to include legacy CCR surface impoundments at inactive facilities and previously exempt areas where CCR was placed directly on land at CCR-regulated facilities, including areas of beneficial use.

As a requirement of the CCR Rule, utilities must complete facility evaluations and groundwater sampling around their subject landfills, surface impoundments and certain other areas where coal ash was placed on land.

If certain impacts to groundwater are detected, utilities are required to perform additional groundwater investigations and/or perform corrective actions, beginning with an Assessment of Corrective Measures.

Investigation and/or corrective action related to groundwater impacts are currently underway at certain active and closed coal-generating facilities at a current estimated cost of at least $45 million. In addition, Xcel Energy expects to incur $15 million for investigations through 2028 to perform required reporting and assess whether corrective actions are necessary. AROs have been recorded for each of these activities, and amounts are expected to be recoverable through regulatory mechanisms.

Xcel Energy has also identified coal ash that is expected to be required to be removed from certain closed coal-generating facilities at estimated costs totaling approximately $105 million. AROs have been recorded, with the costs expected to be recoverable through regulatory mechanisms.

Xcel Energy continues to perform site investigation activities related to the CCR Rule, which may result in updates to estimated costs as well as identification of additional required corrective actions.

In July 2025, the EPA issued a proposed rule amending the CCR Legacy rule. The proposal seeks to extend deadlines for various regulatory actions and clarify previous information regarding implementation of the rule. Xcel Energy will monitor the proposed rule and evaluate the impacts of any final rule.

Clean Water Act Section 316(b) — The Federal Clean Water Act requires the EPA to regulate cooling water intake structures to assure they reflect the best technology available for minimizing impingement and entrainment of aquatic species.

Estimated capital expenditures of approximately $50 million may be required to comply with the requirements. Xcel Energy anticipates these costs will be recoverable through regulatory mechanisms.

Air

Clean Air Act NOx Allowance Allocations — In June 2023, the EPA published final regulations for ozone under the “Good Neighbor” provisions of the Clean Air Act that established NOx allowance budgets for fossil fuel-fired electric generating facilities in subject states. The final rule applies to generation facilities in Minnesota, Texas and Wisconsin, as well as other states outside of our service territory. In February 2024, the EPA proposed to include New Mexico in the rule. In March 2025, the 5th Circuit Court of Appeals denied petitions challenging EPA’s disapproval of Texas’s state implementation plan, affirming inclusion of Texas facilities in the EPA’s plan.

However, the plan is subject to both judicial and administrative stays and the EPA has announced that it intends to reconsider the rule.

Compliance with the published plan would require subject facilities to secure additional allowances, install NOx controls and/or develop a strategy of operations that utilizes the existing allowance allocations. While the financial impacts of the final rule are uncertain and dependent on market forces and anticipated generation, if the rule is implemented, Xcel Energy anticipates the annual costs could be significant but would be recoverable through regulatory mechanisms.

Leases

Xcel Energy evaluates contracts that may contain leases, including PPAs and arrangements for the use of office space and other facilities, as well as certain contracts for the use of land, vehicles and other equipment. A contract contains a lease if it conveys the exclusive right to control the use of a specific asset.

In the third quarter of 2025, certain PPAs for natural gas fueled generating facilities were amended, extending NSP-Minnesota’s use of these plants to 2039 and 2048. The amended agreements qualify for classification as finance leases. As of Sept. 30, 2025, other current liabilities and non-current finance lease liabilities include $37 million and $1.2 billion of finance lease obligations for these amended PPAs, respectively. Prior to these amendments, the agreements were classified as operating leases.

PPA finance lease payments are allocated between interest charges and depreciation and amortization on the consolidated statements of income. PPA operating lease payments are included in electric fuel and purchased power, and expense for other operating leases is included in O&M expense and electric fuel and purchased power.

Table of Contents

Components of lease expense:

Three Months Ended Sept. 30
(Millions of Dollars)20252024
Operating leases
PPA capacity payments$47$57
Other operating leases (a)911
Total operating lease expense$56$68
Finance leases
Amortization of ROU assets$4$1
Interest expense on lease liability144
Total finance lease expense$18$5

(a)Includes immaterial short-term lease expense.

Nine Months Ended Sept. 30
(Millions of Dollars)20252024
Operating leases
PPA capacity payments$158$172
Other operating leases (a)3233
Total operating lease expense$190$205
Finance leases
Amortization of ROU assets$6$3
Interest expense on lease liability2211
Total finance lease expense$28$14

(a)Includes immaterial short-term lease expense.

Commitments under operating and finance leases as of Sept. 30, 2025:

(Millions of Dollars)PPA Operating LeasesOther Operating LeasesTotal Operating LeasesFinance Leases (a)
Total minimum obligation$667$516$1,183$2,211
Interest component of obligation(98)(200)(298)(900)
Present value of minimum obligation$569$3168851,311
Less current portion(114)(39)
Noncurrent operating and finance lease liabilities$771$1,272

(a)Excludes certain amounts related to PSCo’s lease obligations given Xcel Energy’s 50% ownership interest in WYCO.

Variable Interest Entities

Under certain PPAs, NSP-Minnesota, PSCo and SPS purchase power from IPPs for which the utility subsidiaries are required to reimburse fuel costs, or to participate in tolling arrangements under which the utility subsidiaries procure the natural gas required to produce the energy that they purchase. Xcel Energy has determined that certain IPPs are VIEs, however Xcel Energy is not subject to risk of loss from the operations of these entities, and no significant financial support is required other than contractual payments for energy and capacity.

In addition, certain solar PPAs provide an option to purchase emission allowances or sharing provisions related to production credits generated by the solar facility under contract. These specific PPAs create a variable interest in the IPP.

Xcel Energy evaluated each of these VIEs for possible consolidation, including review of qualitative factors such as the length and terms of the contract, control over O&M, control over dispatch of electricity, historical and estimated future fuel and electricity prices and financing activities. Xcel Energy concluded that these entities are not required to be consolidated in its consolidated financial statements because Xcel Energy does not have the power to direct the activities that most significantly impact the entities’ economic performance.

The utility subsidiaries had 3,661 MW and 3,751 MW of capacity under long-term PPAs at Sept. 30, 2025 and Dec. 31, 2024, respectively, with entities that have been determined to be variable interest entities. The PPAs have expiration dates through 2048.

Other

Guarantees and Bond Indemnifications — Xcel Energy Inc. and its subsidiaries provide guarantees and bond indemnities, which guarantee payment or performance. Xcel Energy Inc.’s exposure is based upon the net liability under the specified agreements or transactions. Most of the guarantees and bond indemnities issued by Xcel Energy Inc. and its subsidiaries have a stated maximum amount.

As of Sept. 30, 2025 and Dec. 31, 2024, Xcel Energy had no assets held as collateral related to their guarantees, bond indemnities and indemnification agreements. Guarantees and bond indemnities issued and outstanding for Xcel Energy were approximately $111 million and $93 million at Sept. 30, 2025 and Dec. 31, 2024, respectively.

Other Indemnification Agreements — Xcel Energy Inc. and its subsidiaries provide indemnifications through various contracts. These are primarily indemnifications against adverse litigation outcomes in connection with underwriting agreements, breaches of representations and warranties, including corporate existence, transaction authorization and income tax matters with respect to assets sold, as well as disallowances or reductions to the contractual amounts of tax credit transfers.

Xcel Energy Inc.’s and its subsidiaries’ obligations under these agreements may be limited in terms of duration and amount. Maximum future payments under these indemnifications cannot be reasonably estimated as the dollar amounts are often not explicitly stated.

Table of Contents

11. Other Comprehensive Loss

Changes in accumulated other comprehensive loss, net of tax:

Three Months Ended Sept. 30, 2025Three Months Ended Sept. 30, 2024
(Millions of Dollars)Gains and Losses on Cash Flow HedgesDefined Benefit Pension and Postretirement ItemsTotalGains and Losses on Cash Flow HedgesDefined Benefit Pension and Postretirement ItemsTotal
Accumulated other comprehensive loss at July 1$(27)$(39)$(66)$(30)$(37)$(67)
Losses reclassified from net accumulated other comprehensive loss:
Interest rate derivatives (a)1—11—1
Net current period other comprehensive income1—11—1
Accumulated other comprehensive loss at Sept. 30$(26)$(39)$(65)$(29)$(37)$(66)
Nine Months Ended Sept. 30, 2025Nine Months Ended Sept. 30, 2024
(Millions of Dollars)Gains and Losses on Cash Flow HedgesDefined Benefit Pension and Postretirement ItemsTotalGains and Losses on Cash Flow HedgesDefined Benefit Pension and Postretirement ItemsTotal
Accumulated other comprehensive loss at Jan. 1$(29)$(39)$(68)$(53)$(41)$(94)
Other comprehensive gain before reclassifications———22—22
Losses reclassified from net accumulated other comprehensive loss:
Interest rate derivatives (a)3—32—2
Amortization of net actuarial losses (b)————44
Net current period other comprehensive income3—324428
Accumulated other comprehensive loss at Sept. 30$(26)$(39)$(65)$(29)$(37)$(66)

(a)Included in interest charges.

(b)Included in the computation of net periodic pension and postretirement benefit costs. See Note 9 for further information.

12. Segment Information

Segment information and reconciliation to Xcel Energy’s consolidated net income:

Three Months Ended Sept. 30, 2025
(Millions of Dollars)Regulated electric utilityRegulated natural gas utilityTotal segments
Operating revenues$3,638$264$3,902
Intersegment revenue—88
Total segment revenues3,6382723,910
Electric fuel and purchased power1,098—1,098
Cost of natural gas sold and transported—6161
O&M expenses582105687
Depreciation and amortization640106746
Other segment expenses, net44328471
Interest charges and financing costs22831259
Income tax expense (benefit)55(20)35
Net income (loss)$592$(39)$553
Total segment net income$553
Non-segment net loss(29)
Consolidated net income$524
Three Months Ended Sept. 30, 2024
(Millions of Dollars)Regulated electric utilityRegulated natural gas utilityTotal segments
Operating revenues$3,393$239$3,632
Electric fuel and purchased power1,060—1,060
Cost of natural gas sold and transported—6363
O&M expenses540100640
Depreciation and amortization59187678
Other segment expenses, net19714211
Interest charges and financing costs19829227
Income tax expense (benefit)55(18)37
Net income (loss)$752$(36)$716
Total segment net income$716
Non-segment net loss(34)
Consolidated net income$682

Table of Contents

Nine Months Ended Sept. 30, 2025
(Millions of Dollars)Regulated electric utilityRegulated natural gas utilityTotal segments
Operating revenues$9,351$1,715$11,066
Intersegment revenue—1919
Total segment revenues9,3511,73411,085
Electric fuel and purchased power3,036—3,036
Cost of natural gas sold and transported—708708
O&M expenses1,7043162,020
Depreciation and amortization1,8833062,189
Other segment expenses, net770112882
Interest charges and financing costs64592737
Income tax (benefit) expense(88)37(51)
Net income$1,401$163$1,564
Total segment net income$1,564
Non-segment net loss(113)
Consolidated net income$1,451
Nine Months Ended Sept. 30, 2024
(Millions of Dollars)Regulated electric utilityRegulated natural gas utilityTotal segments
Operating revenues$8,737$1,535$10,272
Intersegment revenue112
Total segment revenues8,7381,53610,274
Electric fuel and purchased power2,863—2,863
Cost of natural gas sold and transported—664664
O&M expenses1,5963061,902
Depreciation and amortization1,7722602,032
Other segment expenses, net54767614
Interest charges and financing costs58286668
Income tax (benefit) expense(85)28(57)
Net income$1,463$125$1,588
Total segment net income$1,588
Non-segment net loss(116)
Consolidated net income$1,472

Equity method investments in the regulated natural gas utility segment of $90 million and $85 million at Sept. 30, 2025 and Dec. 31, 2024, respectively, primarily relate to WYCO. Non-segment equity method investments of $149 million and $161 million as of Sept. 30, 2025 and Dec. 31, 2024, respectively, relate to investments in energy technology funds.

Asset and capital expenditure information is not provided for Xcel Energy’s reportable segments. As an integrated electric and natural gas utility, Xcel Energy operates significant assets that are not dedicated to a specific business segment.

Reporting assets and capital expenditures by business segment would require arbitrary and potentially misleading allocations, which may not necessarily reflect the assets that would be required for the operation of the business segments on a stand-alone basis.

Certain costs, such as common depreciation, common O&M expenses and interest expense are allocated based on cost causation allocators across each segment. In addition, a general allocator is used for certain general and administrative expenses, including office supplies, rent, property insurance and general advertising.

Other segment expenses, net, for the reportable segments includes wildfire litigation expense, conservation and DSM expenses, taxes (other than income taxes), other income, net, earnings from equity method investments, intersegment expenses and AFUDC - equity.

Previous: Cover and table of contents · Next: Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS