PINNACLE WEST CAPITAL CORP
For the period ended Dec 31, 2024. Filed Feb 25, 2025.
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FY2024 · Filed Feb 25, 2025
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(Mark One)
☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2024
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
| Commission FileNumber · Exact Name of Each Registrant as specified in itscharter; State of Incorporation; Address; andTelephone Number · IRS EmployerIdentification No. | |||
|---|---|---|---|
| 1-8962 | PINNACLE WEST CAPITAL CORPORATION | 86-0512431 | |
| (an Arizona corporation) | |||
| 400 North Fifth Street, P.O. Box 53999 | |||
| Phoenix | Arizona | 85072-3999 | |
| (602) | 250-1000 | ||
| 1-4473 | ARIZONA PUBLIC SERVICE COMPANY | 86-0011170 | |
| (an Arizona corporation) | |||
| 400 North Fifth Street, P.O. Box 53999 | |||
| Phoenix | Arizona | 85072-3999 | |
| (602) | 250-1000 | ||
Securities registered pursuant to Section 12(b) of the Act:
| Title Of Each Class | Trading Symbol | Name Of Each Exchange On Which Registered | |
| PINNACLE WEST CAPITAL CORPORATION | Common Stock,No Par Value | PNW | New York Stock Exchange |
|---|
Securities registered pursuant to Section 12(g) of the Act:
ARIZONA PUBLIC SERVICE COMPANY Common Stock, Par Value $2.50 per share
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act
| PINNACLE WEST CAPITAL CORPORATION | Yes | ☒ | No | ☐ |
|---|---|---|---|---|
| ARIZONA PUBLIC SERVICE COMPANY | Yes | ☒ | No | ☐ |
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
| PINNACLE WEST CAPITAL CORPORATION | Yes | ☐ | No | ☒ |
|---|---|---|---|---|
| ARIZONA PUBLIC SERVICE COMPANY | Yes | ☐ | No | ☒ |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
| PINNACLE WEST CAPITAL CORPORATION | Yes | ☒ | No | ☐ |
|---|---|---|---|---|
| ARIZONA PUBLIC SERVICE COMPANY | Yes | ☒ | No | ☐ |
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such
files).
| PINNACLE WEST CAPITAL CORPORATION | Yes | ☒ | No | ☐ |
|---|---|---|---|---|
| ARIZONA PUBLIC SERVICE COMPANY | Yes | ☒ | No | ☐ |
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.
| Large accelerated filer | ☒ | Accelerated filer | ☐ | Non-accelerated filer | ☐ | Smaller reporting company | ☐ |
|---|---|---|---|---|---|---|---|
| Emerging growth company | ☐ | ||||||
| Large accelerated filer | ☐ | Accelerated filer | ☐ | Non-accelerated filer | ☒ | Smaller reporting company | ☐ |
|---|---|---|---|---|---|---|---|
| Emerging growth company | ☐ | ||||||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐
Indicate by check mark whether each registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
| PINNACLE WEST CAPITAL CORPORATION | Yes | ☐ | No | ☒ |
|---|---|---|---|---|
| ARIZONA PUBLIC SERVICE COMPANY | Yes | ☐ | No | ☒ |
State the aggregate market value of the voting and non-voting common equity held by non-affiliates, computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of each registrant’s most recently completed second fiscal quarter:
| PINNACLE WEST CAPITAL CORPORATION | $8,663,553,568 | as of June 30, 2024 |
|---|---|---|
| ARIZONA PUBLIC SERVICE COMPANY | $0 | as of June 30, 2024 |
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
| PINNACLE WEST CAPITAL CORPORATION | Number of shares of common stock, no par value, outstanding as of February 20, 2025: | 119,099,064 |
|---|---|---|
| ARIZONA PUBLIC SERVICE COMPANY | Number of shares of common stock, $2.50 par value, outstanding as of February 20, 2025: | 71,264,947 |
DOCUMENTS INCORPORATED BY REFERENCE
Portions of Pinnacle West Capital Corporation’s definitive Proxy Statement relating to its Annual Meeting of Shareholders to be held on May 21, 2025 are incorporated by reference into Part III hereof.
Arizona Public Service Company meets the conditions set forth in General Instruction I(1)(a) and (b) of Form 10-K and is therefore filing this form with the reduced disclosure format allowed under that General Instruction.
TABLE OF CONTENTS
| Page | ||
|---|---|---|
| GLOSSARY OF NAMES AND TECHNICAL TERMS | ii | |
| FORWARD-LOOKING STATEMENTS | 1 | |
| PART I | 3 | |
| Item 1. | Business | 3 |
| Item 1A. | Risk Factors | 33 |
| Item 1B. | Unresolved Staff Comments | 48 |
| Item 1C. | Cybersecurity | 48 |
| Item 2. | Properties | 50 |
| Item 3. | Legal Proceedings | 52 |
| Item 4. | Mine Safety Disclosures | 52 |
| Information about our Executive Officers | 53 | |
| PART II | 55 | |
| Item 5. | Market for Registrants’ Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 55 |
| Item 6. | [Reserved] | 56 |
| Item 7. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 57 |
| Item 7A. | Quantitative and Qualitative Disclosures About Market Risk | 88 |
| Item 8. | Financial Statements and Supplementary Data | 89 |
| Pinnacle West Financial Statements | 95 | |
| APS Financial Statements | 106 | |
| Item 9. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure | 202 |
| Item 9A. | Controls and Procedures | 202 |
| Item 9B. | Other Information | 203 |
| Item 9C. | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections | 203 |
| PART III | 203 | |
| Item 10. | Directors, Executive Officers and Corporate Governance of Pinnacle West | 203 |
| Item 11. | Executive Compensation | 203 |
| Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | 203 |
| Item 13. | Certain Relationships and Related Transactions, and Director Independence | 205 |
| Item 14. | Principal Accountant Fees and Services | 205 |
| PART IV | 206 | |
| Item 15. | Exhibits and Financial Statement Schedules | 206 |
| SIGNATURES | 228 | |
This combined Form 10-K is separately filed by Pinnacle West Capital Corporation (“Pinnacle West”) and Arizona Public Service Company (“APS”). Any use of the words “Company,” “we,” “us,” and “our” refer to Pinnacle West unless the context otherwise requires. Each registrant is filing on its own behalf all of the information contained in this Form 10-K that relates to such registrant and, where required, its subsidiaries. Except as stated in the preceding sentence, neither registrant is filing any information that does not relate to such registrant, and therefore makes no representation as to any such information. The information required with respect to each company is set forth within the applicable items. Item 8 of this report includes Consolidated Financial Statements of Pinnacle West and Consolidated Financial Statements of APS. Item 8 also includes Combined Notes to Consolidated Financial Statements.
i
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