MGE Energy (MGEE) CEO boosts deferred phantom stock holdings

Rhea-AI Filing Summary

MGE Energy Inc. insider activity: Chairman, President & CEO and Director Jeffrey M. Keebler reported on Form 4 that on 12/04/2025 he acquired 1,900.6589 phantom stock units linked to MGE Energy common stock at a price of $78.92 per unit. These phantom stock units are accrued under MGE's 2023 Deferred Compensation Supplemental Executive Retirement Plan (2023 DCSERP) and are settled in cash according to the plan’s terms. Following this transaction, he beneficially owned a total of 4,782.1704 phantom stock units under the 2023 DCSERP, which amount includes adjustments for accrued dividends through dividend reinvestment.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Keebler Jeffrey M

(Last) (First) (Middle)

133 S BLAIR STREET

PO BOX 1231

(Street)

MADISON WI 53701-1231

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MGE ENERGY INC [ MGEE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman, President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/04/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock Units	(1)	12/04/2025		A		1,900.6589		(2)	(2)	common stock	1,900.6589	$78.92	4,782.1704(3)(4)	D

Explanation of Responses:

1. Each phantom stock unit has an equivalent value to one share of MGEE common stock and entitles the holder to the cash value thereof

2. Phantom stock units are accrued under MGE's 2023 Deferred Compensation Supplemental Executive Retirement Plan (2023 DCSERP) and are to be settled in accordance with the terms of the plan.

3. Aggregate amount of phantom stock units held under the 2023 DCSERP.

4. Includes adjustments for accrued dividends pursuant to dividend reinvestment and exempt from Sec 16 under Rule 16a-11

	/s/ Jeffrey M. Keebler	12/08/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did MGE Energy (MGEE) report in this Form 4?

The filing reports that Chairman, President & CEO and Director Jeffrey M. Keebler acquired 1,900.6589 phantom stock units tied to MGE Energy common stock on 12/04/2025 at a price of $78.92 per unit.

What are the phantom stock units referenced for MGE Energy (MGEE)?

The filing states that each phantom stock unit has an equivalent value to one share of MGEE common stock and entitles the holder to the cash value of that share rather than actual stock.

Under which plan were the MGE Energy (MGEE) phantom stock units granted?

The phantom stock units were accrued under MGE's 2023 Deferred Compensation Supplemental Executive Retirement Plan (2023 DCSERP) and will be settled in accordance with the terms of that plan.

How many phantom stock units does the MGE Energy (MGEE) insider hold after the transaction?

After the 12/04/2025 acquisition, Jeffrey M. Keebler beneficially owned a total of 4,782.1704 phantom stock units under the 2023 DCSERP.

How are dividends handled on the MGE Energy (MGEE) phantom stock units?

The filing notes that the aggregate phantom stock unit balance includes adjustments for accrued dividends pursuant to dividend reinvestment, which are exempt from Section 16 under Rule 16a-11.

Is the MGE Energy (MGEE) insider a director, officer, or both?

The reporting person is both a Director and an Officer, serving as Chairman, President & CEO of MGE Energy Inc.