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AMERICAN ELECTRIC POWER CO INC

For the period ended Apr 23, 2024. Filed Mar 13, 2024.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Apr 23, 2024 · Filed Mar 13, 2024

AEP$126.53-0.2%Stored close · as of Nov 6, 2026
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Contents

Summary Compensation Table

The following table provides summary information concerning compensation earned by our Chief Executive Officer, our two Chief Financial Officers during 2023, the three other most highly compensated executive officers and one additional former executive officer whose compensation would have been among the three most highly compensated executive officers other than the CEO and CFOs if he had been an executive officer at year end. We refer collectively to this group as the named executive officers (NEOs).

Name and PrincipalPosition · Year · Salary ($)(1) · Bonus ($)(2) · Stock Awards($)(3) · Non-EquityIncentivePlanCompensation($)(4) · Change inPension Value and NonqualifiedDeferredCompensationEarnings($)(5) · All OtherCompensation($)(6) · Total ($)
Julia A. Sloat
Chair of the Board, President and Chief Executive Officer20231,200,000—8,321,524787,503210,263114,45510,633,745
2022779,769—3,948,3841,010,000—77,8105,815,963
2021602,308—1,628,789637,35076,62258,0423,003,111
Charles E. Zebula
Executive Vice President and Chief Financial Officer2023639,625—2,852,248240,500181,43873,1703,986,981
2022593,000—1,407,162705,000—67,8562,773,018
2021579,219—1,323,341640,00042,92171,7452,657,226
David M. Feinberg
Executive Vice President, General Counsel and Secretary2023746,000——1,560,286263,500151,597109,7672,831,150
2022714,0001,623,710805,000—63,1633,205,873
2021696,6691,527,000690,00093,62598,6523,105,946
Christian T. Beam (7)
Executive Vice President - Energy Services2023585,000—1,248,229220,500123,014170,9002,347,643
2022471,846—405,901420,00037,95170,4001,406,098
Peggy I. Simmons (7)
Executive Vice President - Utilities2023585,000—1,248,229220,50086,65287,4822,227,863
2022414,361—308,489335,00025,10842,7771,125,735
Nicholas K. Akins
Former Executive Chair of the Board2023862,500—2,000,000696,149729,068359,3844,647,101
20221,510,000—10,824,6903,620,000204,063216,75516,375,508
20211,515,808—9,976,1492,850,000461,732247,52615,051,215
Ann P. Kelly (7)
Former Executive Vice President and Chief Financial Officer2023525,000250,0002,042,588——550,8663,368,454
202261,923—393,12155,750—9,974520,768

(1)Amounts in the salary column are composed of executive salaries earned for the year shown, which include 260 days of pay for 2023, which is the number of workdays and holidays in a standard year. 2021 and 2022 included 261 and 260 paid workdays and holidays, respectively.

(2)The amount in the bonus column for Ms. Kelly is a negotiated hire bonus paid in 2023 following her November 2022 hire into the EVP and CFO position.

(3)The amounts reported in this column reflect the aggregate grant date fair value calculated in accordance with FASB ASC Topic 718 of the performance shares, restricted stock units (RSUs) and unrestricted shares granted under our Long-Term Incentive Plan. See Note 15 to the Consolidated Financial Statements included in our Form 10-K for the year ended December 31, 2023 for a discussion of the relevant assumptions used in calculating these amounts. The number of shares realized and the value of the performance shares, if any, will depend on the Company’s performance during a 3-year performance period. The potential payout can range from 0 percent to 200 percent of the target number of performance shares, plus any dividend equivalents. The value of the performance shares will be based on three measures: a Board approved cumulative operating earnings per share measure (Cumulative EPS 50%), a total shareholder return relative to peer companies (Relative TSR 40%) and a carbon free generation capacity additions (Carbon Free Additions 10%). The grant date fair value of the 2023, 2022 and 2021 performance shares that are based on Cumulative EPS was computed in accordance with FASB ASC Topic 718 and was measured based on the closing price of AEP’s common stock on the grant date. The maximum amount payable for the 2023 performance shares that are based on Cumulative EPS measured on the grant date is $3,000,000 for Ms. Sloat, $487,500 for Mr. Zebula, 562,500 for Mr. Feinberg, $450,000 for Mr. Beam, $450,000 for Ms. Simmons, $0 for Mr. Akins, and $652,495 for Ms. Kelly. The maximum amount payable for the 2023 performance shares that are based on Carbon Free Capacity additions is $600,000 for Ms. Sloat, $97,500 for Mr. Zebula, $112,500 for Mr. Feinberg, $90,000 for Mr. Beam, $90,000 for Ms. Simmons, $0 Mr. Akins, and $130,499 for Ms. Kelly. The grant date fair value of the 2023 performance shares that are based on Relative TSR is calculated using a Monte-Carlo model as of the date of grant, in accordance with FASB ASC Topic 718. Because the performance shares that are based on Relative TSR are subject to market conditions as defined under FASB ASC Topic 718, they did not have a maximum value on the grant date that differed from the grant date fair values presented in the table. Instead, the maximum value is factored into the calculation of the grant date fair value. The values realized from the 2021 performance shares are included in the Option Exercises and Stock Vested for 2023 table.

(4)The amounts shown in this column reflect annual incentive compensation paid for the year shown.

(5)The amounts shown in this column are attributable to the increase in the actuarial values of each of the named executive officer’s combined benefits under AEP’s qualified and non-qualified defined benefit pension plans determined using interest rate and mortality assumptions consistent with those used in the Company’s financial statements. See the Pension Benefits for 2023 table and related footnotes for additional information. See Note 8 to the Consolidated Financial Statements included in our Form 10-K for the year ended December 31, 2023 for a discussion of the relevant assumptions. None of the named executive officers received preferential or above-market earnings on deferred compensation.

(6)Amounts shown in the All Other Compensation column for 2023 include: (a) Company matching contributions to the Company’s Retirement Savings Plan, (b) Company matching contributions to the Company’s Supplemental Retirement Savings Plan, (c) relocation, (d) perquisites, and (e) vacation payout. The 2023 values for these items are listed in the following table:

TypeJulia A.SloatCharles E.ZebulaDavid M.FeinbergChristian T. BeamPeggy I. SimmonsNicholas K.AkinsAnn P.Kelly
Retirement Savings Plan Match$14,850$14,850$14,850$14,850$14,850$14,850$14,850
Supplemental Retirement Savings Plan Match84,29745,56554,91730,34922,275188,1697,043
Relocation———111,15635,812—238,006
Perquisites15,30812,75540,00014,54514,54520,632264,717
Vacation Payout—————135,73326,250
Total$114,455$73,170$109,767$170,900$87,482$359,384$550,866

(7)Mr. Beam's and Ms. Simmons' compensation is provided only for the years in which he or she was an executive officer of the Company. Ms. Kelly was not employed by the Company prior to November 30, 2022.

Perquisites provided in 2023 included: financial counseling and tax preparation services and, for Ms. Sloat and Mr. Akins, director’s group travel accident insurance premium. Executive officers may also have the occasional personal use of event tickets when such tickets are not being used for business purposes, however, there is no associated incremental cost. From time-to-time executive officers may receive customary gifts from third parties that sponsor events (subject to our policies on conflicts of interest).

Provided Ms. Kelly complies with the terms of her Executive Severance, Noncompetition and Release of All Claims Agreement, she will receive $1,260,000 in cash severance benefits and up to $15,650 in outplacement services in 2024 in connection with her 2023 separation from AEP employment.

Ms. Sloat and Mr. Akins prior to his retirement were parties to Aircraft Time Sharing Agreements with the Company that allowed her or him to use our corporate aircraft for personal use for a limited number of hours each year. As required under these Aircraft Time Sharing Agreements, Ms. Sloat and Mr. Akins each reimbursed the Company for the cost of their personal use of corporate aircraft under these agreements in accordance with limits set forth in Federal Aviation Administration regulations. This cost reimbursement includes all incremental costs incurred in connection with personal flights under their Aircraft Timesharing Agreement including fuel, oil, hangar costs, crew travel expenses, catering, landing fees and other incremental airport fees. Accordingly, no value is shown for these amounts in the Summary Compensation Table. If the aircraft flew empty to pick up or after dropping off Ms. Sloat or Mr. Akins at a destination on a personal flight, the cost of the empty flight was included in the incremental cost for which Ms. Sloat or Mr. Akins reimbursed the Company.

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