MGE ENERGY INC
For the period ended Dec 31, 2023. Filed Apr 5, 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.
Dec 31, 2023 · Filed Apr 5, 2024
Contents
Pay Versus Performance
| Pay Versus Performance | ||||||||
|---|---|---|---|---|---|---|---|---|
| Value of Initial Fixed $100 Investment Based on: · Company Selected Measure | ||||||||
| Year(a) | Summary Compensation Table Total for PEO($)(1)(b) | Compensation Actually Paid to PEO($)(2)(3)(c) | Average Summary Compensation Table Total for Non-PEO NEOs($)(4)(d) | Average Compensation Actually Paid to Non-PEO NEOs($)(2)(4)(5)(e) | Total Shareholder Return($)(f) | Peer Group Total Shareholder Return($)(6)(g) | Net Income($)(h) | Earnings Per Share - Basic and Diluted($)(i) |
| 2023 | 2,566,797 | 2,206,732 | 895,191 | 838,196 | 100 | 107 | 117,699,000 | 3.25 |
| 2022 | 1,678,867 | 1,590,003 | 797,155 | 731,318 | 95 | 117 | 110,952,000 | 3.07 |
| 2021 | 2,628,028 | 2,189,827 | 863,501 | 766,775 | 109 | 116 | 105,761,000 | 2.92 |
| 2020 | 2,711,113 | 1,522,389 | 1,589,557 | 709,072 | 91 | 99 | 92,418,000 | 2.60 |
(1)
Reflects amounts reported in the "Summary Compensation Table" for J. Keebler (PEO).
(2)
Compensation Actually Paid (CAP) includes adjustments in accordance with the SEC methodology to the total executive compensation reported from the summary compensation table. The adjustments include a deduction for actuarial present value of accumulated benefit of all defined benefit and actuarial pension plans reported in the summary compensation table; addition of actuarially determined service costs for services rendered by the executive during the covered fiscal period, deduction of grant date fair value of equity award amounts reported in the summary compensation table; and addition or subtraction of the change in fair value of the equity awards unvested and vested during the fiscal period. Compensation "actually paid" is prescribed by the rules of the disclosure and does not represent the compensation actually received by the table participants on a cash basis for any time period shown above.
(3)
To calculate CAP for the PEO, the following adjustments were made to Summary Compensation Table total compensation, calculated in accordance with the SEC methodology for determining CAP for 2023:
| Year | Deduction for Actuarial Pension Present Value | Addition for Service Cost for Pension | Deduction of Grant Date Fair Value of Awards Granted in FY | Addition of Fair Value of Equity Awards Granted in FY | Change in Fair Value of Prior Years’ Unvested Equity Awards | Change in Fair Value of Prior Years’ Awards Vested in FY | Total Adjustment to CAP |
|---|---|---|---|---|---|---|---|
| 2023 | (724,090) | 130,777 | (546,536) | 600,699 | 30,992 | 148,093 | (360,065) |
(4)
For fiscal years 2020 through 2023, J. Bushek, L. Hobbie, C.A. Renlund and T. Johnson are included as other named executive officers. For fiscal year 2021, D. Peterson; and for fiscal year 2020, J. Newman were also included as other named executive officers.
(5)
To calculate CAP for the average named executive officers, the following average adjustments were made to Summary Compensation Table total compensation, calculated in accordance with the SEC methodology for determining CAP for 2023:
| Year | Deduction for Actuarial Pension Present Value | Addition for Service Cost for Pension | Deduction of Grant Date Fair Value of Awards Granted in FY | Addition of Fair Value of Equity Awards Granted in FY | Change in Fair Value of Prior Years’ Unvested Equity Awards | Change in Fair Value of Prior Years’ Awards Vested in FY | Total Adjustment to CAP |
|---|---|---|---|---|---|---|---|
| 2023 | (143,064) | 13,751 | (176,564) | 194,062 | 9,604 | 45,216 | (56,995) |
(6)
Peer Group Total Shareholder Return of the Edison Electric Institute (EEI) Index companies.
The Human Resources and Compensation Committee did not consider the required "Pay versus Performance" disclosures in its decision-making process.
The chart below illustrates the relationship of executive compensation actually paid and MGE Energy total shareholder return (TSR). Also included is the relationship of MGE Energy TSR and peer group TSR.
The chart below illustrates the relationship of executive compensation actually paid and Earnings Per Share (EPS).
The chart below illustrates the relationship of executive compensation actually paid and Net Income.
The following table identifies the financial and non-financial most important performance measures used by our Human Resources and Compensation Committee to link compensation actually paid to our named executive officers to Company performance. See further discussion in the Compensation Discussion and Analysis for description of metrics and impact to executive compensation
Performance Measures
Earnings Per Share
Return on Equity
Relative Total Shareholder Return
Customer Satisfaction Rating
Service Reliability
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