PPL Corp
For the period ended May 13, 2026. Filed Apr 1, 2026.
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May 13, 2026 · Filed Apr 1, 2026
Contents
How We Align PPL's Compensation Program with Performance
We align our compensation program with our corporate strategy through several types of performance-related incentives.
Annual cash incentives for NEOs are based upon (1) corporate earnings per share from ongoing operations or Corporate EPS, (2) critical corporate initiatives, (3) operational goals, and (4) individual performance. Our performance-based long-term incentive awards are based upon (1) relative total shareowner return, or TSR, (2) corporate earnings growth, or EG, and (3) corporate long-term sustainability metrics, or LTS. All of our goals align with our commitment to create long-term value for shareowners.
38 PPL CORPORATION 2026 Proxy Statement
The selection of measures is given careful consideration, with a view to both short-term and longer-term strategic goals, while focusing on areas most within management’s control. Our annual cash incentive awards measure performance based upon achievement of select financial and operational goals. Earnings are central to our business strategy and a primary focus of the investment community. Corporate EPS performance measures have historically been central to the annual compensation program for our NEOs. Critical corporate initiative goals were added in 2023 to focus the organization on critical annual objectives. For 2025, these objectives focused on IT reinvention and nine additional objectives that support the company's long-term strategic vision via short-term achievements. All NEOs were also compensated based on achievement of corporate operational goals as well as individual contributions towards the company’s focus in the areas of safety, engagement, and the modeling of the company’s corporate values.
Our equity-based awards use relative TSR, EG and LTS metrics to further align executives’ interests with the long-term interests of shareowners. The TSR metric provides a comparison of our three-year TSR performance relative to the UTY, and beginning in 2024, our compensation peer group. The EG metric measures the change in the company’s ongoing earnings over the three-year performance period. The LTS metrics for 2025 awards were focused on leading safety indicators and new generation over the three-year performance period. This approach provides a robust assessment of multiple aspects of our performance and how the market is responding to our current and prospective operational performance in comparison to our peers, which is correlated to market performance.
Although virtually all PPL operations are fully regulated, the company operates in multiple regulatory environments that vary significantly by region. To align our NEOs’ actions with the company’s overall goals, NEO performance objectives are focused on enterprise-wide metrics that measure the financial and operational performance of PPL, which includes operational metrics for its largest business segments during 2025. This provides direct alignment to our goal of increasing shareowner value.
| Performance Measure | How We Define It | Where We Use It |
|---|---|---|
| Corporate EPS | •PPL Corporation earnings per share from ongoing operations •See Annex A for a reconciliation of financial measures presented in accordance with GAAP to non-GAAP measures used for compensation | •Annual Cash Incentive |
| Critical Corporate Initiatives | •In 2025, the critical corporate initiatives focused on IT reinvention and nine critical objectives that support the company's long-term strategic vision via short-term achievements | |
| Operational Goals | •Operational goals of LKE, PPL Electric and RIE weighted for each business segment (see page 48 for a description of the goals and the respective weighting) | |
| Individual Performance | •Individual performance goals for each NEO based upon results and personal leadership in several areas, such as safety, engagement and the modeling of PPL corporate values | |
| Total Shareowner Return (TSR) | •Total shareowner return, which is a combination of share price appreciation and accrued dividends measured over the three-year performance period •Performance assessed relative to companies in the UTY, and beginning in 2024, our compensation peer group | •Performance Units•Portion of long-term incentive, or LTI, compensation |
| Earnings Growth (EG) | •Corporate earnings growth, which is the compound annual growth rate of ongoing earnings over the three-year performance period. For 2025, the baseline was the mid-point of the ongoing earnings forecast range. | |
| Long-Term Sustainability (LTS) | •Long-term sustainability metrics, which in 2025 focused on employee and contractor leading safety indicators and new generation over the three-year performance period. |
Further information about the targets that apply to specific awards for each NEO is set out in “2025 Named Executive Officer Compensation” beginning on page 44 of this CD&A.
A substantial portion of NEO compensation is delivered in the form of equity, and our senior executives are subject to Executive Equity Ownership Guidelines as described on page 58. These practices directly align our compensation
PPL CORPORATION 2026 Proxy Statement 39
structure with our performance by linking NEO compensation to share price appreciation and sustainable long-term shareowner value creation.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.