UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Registrant |
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OGE Energy Corp. |
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Oklahoma Gas and Electric Company |
None |
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N/A |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).
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. ☐
Item 8.01. Other Events
OGE Energy Corp. ("OGE Energy") is the parent company of Oklahoma Gas and Electric Company ("OG&E"), a regulated electric company with approximately 900,000 customers in Oklahoma and western Arkansas.
As previously reported, on December 29, 2023, OG&E filed a general rate review in Oklahoma. On June 12, 2024, OG&E entered into an uncontested joint stipulation and settlement agreement (the "Settlement Agreement") with the Oklahoma Corporation Commission ("OCC") Staff, the Attorney General's Office of Oklahoma, the Oklahoma Industrial Energy Consumers and certain other parties associated with its general rate review. The only non-signatory to the Settlement Agreement has agreed not to oppose the settlement. The Settlement Agreement is subject to OCC approval, and a hearing on the merits is currently scheduled to begin the week of June 17, 2024.
The Settlement Agreement is attached as Exhibit 99.01 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits |
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Exhibit Number |
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Description |
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99.01 |
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Copy of the Settlement Agreement filed with the OCC on June 12, 2024. |
104 |
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Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
This combined Current Report on Form 8-K is being filed separately by OGE Energy and OG&E (Registrants). Information contained herein relating to any individual Registrant has been filed by such Registrant on its own behalf. No Registrant makes any representation as to information relating to any other Registrant.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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OGE ENERGY CORP. |
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OKLAHOMA GAS AND ELECTRIC COMPANY |
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(Registrant) |
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By: |
/s/ Sarah R. Stafford |
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Sarah R. Stafford |
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Controller and Chief Accounting Officer |
June 13, 2024
Exhibit 99.01
BEFORE THE CORPORATION COMMISSION OF THE STATE OF OKLAHOMA
IN THE MATTER OF THE APPLICATION OF |
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OKLAHOMA GAS AND ELECTRIC COMPANY |
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FOR AN ORDER OF THE COMMISSION |
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AUTHORIZING APPLICANT TO MODIFY ITS |
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CASE NO. PUD 2023-000087 |
RATES, CHARGES, AND TARIFFS FOR RETAIL |
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ELECTRIC SERVICE IN OKLAHOMA |
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UNCONTESTED JOINT STIPULATION AND SETTLEMENT AGREEMENT
COME NOW the undersigned parties to the above-entitled case (“Stipulating Parties”) and present the following Joint Stipulation and Settlement Agreement (“Joint Stipulation”) for the Oklahoma Corporation Commission's (“Commission”) review and approval as their compromise and settlement of the issues in this proceeding. The Stipulating Parties represent to the Commission that this Joint Stipulation represents a fair, just and reasonable settlement of all issues (except the 1 MW Competitive Load Issue described in Paragraph II.13 below), that they believe the terms and conditions of the Joint Stipulation are in the public interest, and the Stipulating Parties request the Commission issue an order in this case adopting and approving this Joint Stipulation.
I. Jurisdiction of the Commission
The Stipulating Parties agree that the Commission has jurisdiction with respect to the issues presented in this proceeding by virtue of Article IX, §18 et seq. of the Oklahoma Constitution, 17 O.S. §152 et seq., 17 O.S. §251 et seq., the Commission’s Rules of Practice (OAC 165:5), and the Commission’s Electric Utility Rules (OAC 165:35).
II. Recommendations of the Stipulating Parties
This Joint Stipulation represents a settlement to become effective with the issuance of a Commission order approving this Joint Stipulation. The Stipulating Parties agree to the following terms for setting rates in this Case:
Issue |
Reduction |
Update revenue requirement to reflect known and measurable changes as of March 31, 2024 |
$19.35 million |
Return on equity – No increase (9.50%) |
$51.13 million |
Depreciation expense – FEA Production, PUD Transmission, OIEC Intangible, No change for Distribution and General plant |
$74.19 million |
Pension Regulatory Asset Amortization – 15 years |
$6.81 million |
Coal Inventory |
$6.73 million |
Insurance Expense |
$0.07 million |
Dues and Memberships |
$0.63 million |
Short Term Incentives – 50% Recovery |
$7.64 million |
Long Term Incentives – 0% Recovery |
$8.96 million |
Vegetation Management – $4 million increase to base rates |
$20.00 million |
Payroll Capitalization Ratio |
$6.08 million |
Directors and Officers Liability Insurance – 50% Recovery |
$0.61 million |
Investors Relations Expense – 50% Recovery |
$0.37 million |
Board of Directors Compensation – 50% Recovery |
$1.45 million |
Severance Expense |
$0.53 million |
Ad Valorem Tax Expense |
$0.88 million |
Transmission/Wind Allocation Impact on Rev. Req. & Misc. |
$0.45 million |
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III. General Reservations
The Stipulating Parties represent and agree that, except as specifically provided:
A. Negotiated Settlement
This Joint Stipulation represents a negotiated settlement for the purpose of compromising and resolving the issues presented in this case.
B. Authority to Execute
Each of the undersigned affirmatively represents to the Commission that he or she has fully advised his or her respective client(s) that the execution of this Joint Stipulation constitutes a resolution of issues which were raised in this proceeding; that no promise, inducement or agreement not herein expressed has been made to any Stipulating Party; that this Joint Stipulation constitutes the entire agreement between and among the Stipulating Parties; and each of the undersigned affirmatively represents that he or she has full authority to execute this Joint Stipulation on behalf of his or her client(s).
C. Joint Stipulation Represents a Balance and Compromise of Positions
The Stipulating Parties stipulate and agree that the agreements contained in this Joint Stipulation have resulted from negotiations among the Stipulating Parties. The Stipulating Parties hereto specifically state and recognize that this Joint Stipulation represents a balancing of positions of each of the Stipulating Parties in consideration for the agreements and commitments made by the other Stipulating Parties in connection therewith. Therefore, in the event that the Commission does not approve and adopt all of the terms of this Joint Stipulation, this Joint Stipulation shall be void and of no force and effect, and no Stipulating Party shall be bound by the agreements or provisions contained herein. The Stipulating Parties agree that neither this Joint Stipulation nor any of the provisions hereof shall become effective unless and until the Commission shall have entered an Order approving all of the terms and provisions as agreed to by the parties to this Joint Stipulation.
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D. No Admissions Nor Waivers
The Stipulating Parties agree and represent that the provisions of this Joint Stipulation are intended to relate only to the specific matters referred to herein, and by agreeing to this settlement, no Stipulating Party waives any claim or right which it may otherwise have with respect to any matters not expressly provided for herein. In addition, except as specifically set forth in this Joint Stipulation, none of the signatories hereto shall be deemed to have approved or acquiesced in any ratemaking principle, valuation method, cost of service determination, depreciation principle or cost allocation method underlying or allegedly underlying any of the information submitted by the parties to this case and except as specifically provided in this Joint Stipulation, nothing contained herein shall constitute an admission by any Stipulating Party that any allegation or contention in this proceeding is true or valid or shall constitute a determination by the Commission as to the merits of any allegations or contentions made in this proceeding.
E. No Precedential Value
The Stipulating Parties agree that the provisions of this Joint Stipulation are the result of negotiations based upon the unique circumstances currently represented by the Company’s Application and that the processing of this case sets no precedent for any future cases that the Applicant or others may file with this Commission. The Stipulating Parties further agree and represent that neither this Joint Stipulation nor any Commission order approving the same shall constitute or be cited as precedent or deemed an admission by any Stipulating Party in any other proceeding except as necessary to enforce its terms before the Commission or any court of competent jurisdiction. The Commission’s decision, if it enters an order approving this Joint Stipulation, will be binding as to the matters decided regarding the issues described in this Joint Stipulation, but the decision will not be binding with respect to similar issues that might arise in other proceedings. A Stipulating Party’s support of this Joint Stipulation may differ from its position or testimony in other cases. To the extent there is a difference, the Stipulating Parties are not waiving their respective positions in other cases. Because this is a stipulated agreement, the Stipulating Parties are under no obligation to take the same position as set out in this Joint Stipulation in other dockets.
F. Outstanding Discovery and Motions
As between and among the Stipulating Parties, any pending requests for information or discovery and any motions (other than the Motion to Strike filed by the Oklahoma Association of Electric Cooperatives) that may be pending before the Commission are hereby withdrawn.
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WHEREFORE, the Stipulating Parties hereby submit this Joint Stipulation and Settlement Agreement to the Commission as their negotiated settlement of this proceeding with respect to all issues raised within the Application filed herein by Oklahoma Gas and Electric Company or by Stipulating Parties to this case, and respectfully request the Commission to issue an Order approving the recommendations of this Joint Stipulation and Settlement Agreement.
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OKLAHOMA GAS AND ELECTRIC COMPANY |
Dated: |
6/12/24 |
By: |
/s/ Ken Miller |
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Kenneth Miller, Vice President, Public and Regulatory Affairs |
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PUBLIC UTILITY DIVISION OKLAHOMA CORPORATION COMMISSION |
Dated: |
6/12/24 |
By: |
/s/ Mark Argenbright |
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Mark Argenbright, Director |
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OKLAHOMA OFFICE OF THE ATTORNEY GENERAL |
Dated: |
6/12/24 |
By: |
/s/ A. Chase Snodgrass |
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A. Chase Snodgrass, Deputy Attorney General |
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OKLAHOMA INDUSTRIAL ENERGY CONSUMERS |
Dated: |
6/12/24 |
By: |
/s/ Thomas P. Schroedter |
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Thomas P. Schroedter, Oklahoma Industrial Energy Consumers |
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OG&E SHAREHOLDERS ASSOCIATION |
Dated: |
6/12/24 |
By: |
/s/ Jack G. Clark Jr. |
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Jack G. Clark Jr., OG&E Shareholders |
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WALMART INC. |
Dated: |
6/12/24 |
By: |
/s/ Rick Chamberlain |
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Rick Chamberlain, Walmart |
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AARP |
Dated: |
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By: |
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Adam J. Singer, AARP |
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FEDERAL EXECUTIVE AGENCIES |
Dated: |
6/12/24 |
By: |
/s/ Ashley N. George |
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Ashley N. George, Capt, USAF |
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CMC STEEL OKLAHOMA |
Dated: |
6/12/24 |
By: |
/s/ Damon Xenopoulos |
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OKLAHOMA ASSOCIATION OF ELECTRIC COOPERATIVES |
Dated: |
6/12/24 |
By: |
/s/ J. Eric Turner |
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J. Eric Turner, Oklahoma Association of Electric Cooperatives |
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PETROLEUM ALLIANCE OF OKLAHOMA |
Dated: |
6/12/24 |
By: |
/s/ J. David Jacobson |
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J. David Jacobson, Petroleum Alliance of Oklahoma |
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