PPL Corp

SUMMARY COMPENSATION TABLE (SCT)

(1)

This column reflects the title of each NEO as of December 31, 2023. Effective March 4, 2024, Ms. Stark's title changed to Executive Vice President-Utilities, Chief Legal Officer (CLO) and Corporate Secretary and Mr. Crockett was named Chief Development Officer of the company, in addition to his role as President of LKE. Ms. Raymond separated from the company on September 1, 2023.

(2)

Salary includes cash compensation deferred to the PPL Executive Deferred Compensation Plan or, for Mr. Crockett, to the LG&E and KU Nonqualified Savings Plan. The following NEOs deferred salary in 2023 in the amounts indicated: Mr. Sorgi ($36,040); Mr. Bergstein ($46,945); Ms. Stark ($56,747) and Mr. Crockett ($58,140). These amounts are included in the “Nonqualified Deferred Compensation in 2023” table on page 71 as executive contributions for the last fiscal year.

(3)

Bonus for Ms. Stark in 2021 and 2023 represents a sign-on award, which was payable 50% upon her employment start date and 50% upon completion of a full two years of employment.

(4)

This column represents the aggregate grant date fair value of restricted stock units and performance units as calculated under ASC Topic 718, without taking into account estimated forfeitures. The grant date fair value of restricted stock units is calculated using the closing price of PPL common stock on the NYSE on the date of grant. The grant date fair value of the performance units reflected in this column are the target payouts estimated using a Monte Carlo pricing model based on the probable outcome of the performance condition, determined as of the grant date, and are disclosed in the “Grants of Plan-Based Awards During 2023” table on page 65. The maximum potential values as of the grant date of the TSR-based performance units granted in 2023 assuming the highest level of performance are as follows: Mr. Sorgi — $5,673,846; Mr. Bergstein — $1,742,110; Mr. Sullivan — $1,170,656; Ms. Stark — $1,206,087; Mr. Crockett — $761,200 and Ms. Raymond — $727,154. The maximum potential values as of the grant date of the EG-based performance units granted in 2023 assuming the highest level of performance are as follows: Mr. Sorgi — $2,404,005; Mr. Bergstein — $738,160; Mr. Sullivan— $496,036; Ms. Stark — $511,048; Mr. Crockett — $322,520 and Ms. Raymond — $308,095. The maximum potential values as of the grant date of the ESG-based performance units granted in 2023 assuming the highest level of performance are as follows: Mr. Sorgi — $2,404,005; Mr. Bergstein — $738,160; Mr. Sullivan— $496,036; Ms. Stark — $511,048; Mr. Crockett — $322,520 and Ms. Raymond — $308,095. The assumptions used in the Monte Carlo pricing model of performance units-TSR were a 69.4% correlation coefficient, a 3-year expected life and a stock price volatility assumption of 25.38%. Ms. Raymond's amount represents the incremental increase in value of $368,652 computed in accordance with ASC Topic 718 resulting from the accelerated vesting of her outstanding restricted stock units as of her separation date of September 1, 2023, pursuant to her Separation Agreement. Further information regarding the 2023 awards is included in the “Grants of Plan-Based Awards During 2023” and “Outstanding Equity Awards at Fiscal Year-End 2023” tables elsewhere in this proxy statement.

(5)

Amounts for 2023 represent cash awards paid in March 2024 for performance under the company’s annual cash incentive award program for 2023. These amounts include amounts the NEOs have elected to defer to the PPL Executive Deferred Compensation Plan or, for Mr. Crockett, to the LG&E and KU Nonqualified Savings Plan. The following NEOs deferred cash awards in the amounts indicated: Mr. Sorgi — $120,828; Mr. Bergstein — $143,899; Ms. Stark — $91,321 and Mr. Crockett — $28,439. These amounts will be included in the “Nonqualified Deferred Compensation in 2023” table as executive contributions in next year’s proxy statement if the executive is an NEO for 2024.

PPL CORPORATION 2024 Proxy Statement 63

(6)

This column represents the sum of the changes during 2023 in the actuarial present value of accumulated benefit in the PPL Retirement Plan and PPL Supplemental Executive Retirement Plan, or PPL SERP, for Mr. Sorgi, and the PPL Retirement Plan and PPL Supplemental Compensation Pension Plan for Mr. Bergstein and Ms. Raymond. No above-market or preferential earnings under the PPL Executive Deferred Compensation Plan or the LG&E and KU Nonqualified Savings Plan were reportable for 2023. No amounts are shown for 2022 for Mr. Sorgi or Mr. Bergstein because their change in pension value during 2022 was a negative amount. Mr. Sorgi’s net decrease in pension value for 2022 was ($1,679,475) and consisted of a decrease in the value of his accumulated benefit under the PPL Retirement Plan of ($368,817) and a decrease in the value of his accumulated benefit under the PPL SERP of ($1,310,658). Mr. Bergstein’s net decrease in pension value for 2022 was ($595,981) and consisted of a decrease in the value of his accumulated benefit under the PPL Retirement Plan of ($413,589) and a decrease in the value of his accumulated benefit under the PPL Supplemental Compensation Pension Plan of ($182,392).

See “Nonqualified Deferred Compensation in 2023” beginning on page 71 for additional information.

(7)

The table below reflects the components of this column for 2023, which include (i) the company’s matching contribution for each individual’s 401(k) plan contributions; (ii) the company’s fixed contribution for any individual participating in the PPL RSP or the LG&E and KU Nonqualified Savings plans; (iii) the company’s contributions under nonqualified deferred compensation plans, or NQDC; (iv) certain perquisites including financial planning and tax preparation services, and executive physicals; and (v) other benefits or payments as noted.

(a)

For Mr. Sorgi includes $6,750 of contributions made by the company under our charitable matching gift program, $1,495 for residential security updates, and $0 for spousal travel with no incremental cost. Under our charitable matching gift program, we will contribute, on a 100% matching basis, up to $10,000 per year per person to specified charitable institutions.

(b)

For Mr. Sullivan includes the cost attributed to his personal use of a company car.

(c)

For Ms. Raymond includes $933,592, which is equal to two times Ms. Raymond's base salary, and a lump sum cash payment equal to (i) the aggregate amount of $17,501, which is the employee portion of COBRA premiums for 24 months and (ii) $50,000 for outplacement assistance. This also includes $35,907 that was paid to Ms. Raymond for accrued vacation. In addition, the PCC authorized the accelerated vesting of Ms. Raymond's outstanding RSUs and a cash payment of $326,757 in lieu of the 2023 annual cash incentive payment at target.

(8)

In order to show the effect that the year-over-year change in pension value had on total compensation, as determined under applicable SEC rules, we have included an additional column to show total compensation minus the change in pension value. The amounts reported in the Total Without Change in Pension Value column may differ substantially from the amounts reported in the Total column required under SEC rules and are not a substitute for total compensation. Total Without Change in Pension Value represents total compensation, as determined under applicable SEC rules, minus the change in pension value reported in the Change in Pension Value and Nonqualified Deferred Compensation Earnings column. The change in pension value is subject to many external variables, such as interest rates, assumptions about life expectancy and changes in the discount rate determined at each year end, which are functions of economic factors and actuarial calculations that are not related to the company’s performance and are outside of the control of the PCC.

64 PPL CORPORATION 2024 Proxy Statement