false000116172800011617282024-05-212024-05-21

 

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

 

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

 

 

 

 

May 21, 2024

Date of report (date of earliest event reported)

 

 

Commission

File No.

 

Name of Registrant, State of Incorporation, Address

of Principal Executive Offices, and Telephone No.

 

IRS Employer

Identification No.

 

000-49965

 

MGE Energy, Inc.

(a Wisconsin Corporation)

133 South Blair Street

Madison, Wisconsin 53788

(608) 252-7000 | mgeenergy.com

 

 

39-2040501

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

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

Title of each class

 

Trading symbol(s)

 

Name of each exchange on which registered

Common Stock, $1 Par Value Per Share

 

MGEE

 

The NASDAQ Stock Market

 

 

1


 

Item 5.07. Submission of Matters to a Vote of Security Holders.

 

MGE Energy's Annual Meeting of Shareholders was held on May 21, 2024. The results of voting on each of the matters submitted to a vote of security holders during the annual meeting were as follows:
 

1.
Election of four Class II Directors with terms of office expiring at the 2027 annual meeting of shareholders.

 

 

 

For Votes

 

Withhold Votes

 

Broker Non-Votes

Patricia K. Ackerman

 

23,802,769

 

1,219,142

 

4,211,651

Marcia M. Anderson

 

22,666,274

 

2,355,637

 

4,211,651

Jeffrey M. Keebler

 

24,359,073

 

662,838

 

4,211,651

Gary J. Wolter

 

24,639,641

 

382,270

 

4,211,651

 

No votes were cast for any other nominee. The directors continuing in office are:

 

Class III Directors
Term Expires 2025

 

Class I Directors
Term Expires 2026

Daniel J. Kelly

 

James G. Berbee

James L. Possin

 

Londa J. Dewey

Noble L. Wray

 

Angela S. Rieger

 

2.
Ratification of selection of PricewaterhouseCoopers LLP to serve as MGE Energy's independent registered public accounting firm for the year 2024.

 

For Votes

 

Against Votes

 

Abstained

 

Broker Non-Votes

28,445,032

 

580,027

 

208,503

 

0

 

As described in the Proxy Statement, the votes "For" must exceed the votes cast "Against" at the meeting in order to ratify the selection of the auditors. Abstentions do not have any effect. Below are the percentages of the votes cast either "For" or "Against" ratification of PricewaterhouseCoopers LLP for the fiscal year 2024.

 

For

 

Against

98%

 

2%

 

3.
Advisory vote on executive compensation as disclosed in the annual meeting proxy statement.

 

For Votes

 

Against Votes

 

Abstained

 

Broker Non-Votes

23,069,693

 

1,398,363

 

553,855

 

4,211,651

 

As described in the Proxy Statement, the advisory vote on executive compensation is nonbinding, as provided by law. Below are the percentages of the votes cast either "For" or "Against" the advisory vote on executive compensation.

 

For

 

Against

94%

 

6%

 

 

 

 

 

 

 

2


 

 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit No.

Description

104

Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document).

 

 

3


 

SIGNATURES

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.

 

 

MGE Energy, Inc.

 

(Registrant)

 

 

 

 

 

 

Date: May 23, 2024

/s/ Jared J. Bushek

 

Jared J. Bushek

Vice President - Chief Financial Officer and Treasurer

(Chief Financial Officer)

 

4


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Document and Entity Information
May 21, 2024
Document And Entity Information [Line Items]  
Entity Registrant Name MGE Energy, Inc.
Entity Central Index Key 0001161728
Document Type 8-K
Document Period End Date May 21, 2024
Amendment Flag false
Trading Symbol MGEE
Entity Emerging Growth Company false
Security Exchange Name NASDAQ
Title of 12(b) Security Common Stock, $1 Par Value Per Share
Entity Tax Identification Number 39-2040501
Entity File Number 000-49965
Entity Address, Address Line One 133 South Blair Street
Entity Address, City or Town Madison
Entity Address, State or Province WI
Entity Address, Postal Zip Code 53788
City Area Code 608
Local Phone Number 252-7000
Written Communications false
Soliciting Material false
Pre-commencement Issuer Tender Offer false
Pre-commencement Tender Offer false
Entity Incorporation, State or Country Code WI

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