Insider Filing: WEC Energy Group Director Defers Fees into 8,126 Phantom Units

Rhea-AI Filing Summary

WEC Energy Group, Inc. (WEC) – Form 4 insider filing

Director Cristina A. Garcia-Thomas reported the acquisition of 217.77 phantom stock units on 07/08/2025 at a reference price of $103.32 per unit. The transaction was executed through the company’s Director’s Deferred Compensation Plan (DDCP), meaning cash director fees were deferred and converted one-for-one into phantom units that mirror WEC common stock performance. Following the transaction, Garcia-Thomas now holds 8,126.4183 phantom stock units (direct ownership).

No open-market purchases or sales of common shares were reported; the filing reflects an administrative, exemption-qualified transaction under Rules 16b-3(d) and 16a-11. Phantom units are settled in accordance with DDCP terms and do not immediately increase the public share float. While the dollar value of the newly acquired units (~$22.5 k) is modest relative to WEC’s market capitalization, continued accumulation signals ongoing alignment of director compensation with shareholder value.

Positive

• Continued equity alignment: Director now holds over 8,100 phantom stock units, reinforcing incentive linkage to shareholder returns.

Negative

• Limited signaling value: Transaction is an automatic fee deferral, not an open-market purchase, providing minimal insight into insider sentiment.
• Small dollar amount: Approximately $22 k worth of units is immaterial relative to WEC’s market cap.

Insights

Financial Analyst

TL;DR – Routine deferral of director fees into 218 phantom units; neutral market impact.

The filing documents a standard, non-open-market conversion of board fees into phantom stock under the DDCP. The added 217.77 units raise the director’s synthetic stake to about 8.1 k units, worth roughly $840 k at the stated price. Because phantom units are cash-settled (or stock-settled upon departure) and were acquired under Rule 16b-3(d), the transaction neither affects supply nor signals an active investment decision. From a governance lens, the deferral keeps compensation equity-linked, modestly boosting alignment, but the small size and automatic nature make the disclosure immaterial to valuation or trading dynamics.

Corporate Governance Specialist

TL;DR – Filing shows continued fee deferral into equity trackers; supports alignment but lacks market significance.

Phantom stock accumulation under a deferred plan is commonly used to tie directors to long-term performance without issuing new shares. The one-for-one structure, dividend reinvestment feature, and exemption codes confirm this is a routine governance mechanism. Investors may view the steady build-up (8,126 units) as positive for incentive alignment, yet the absence of discretionary buying or selling renders the event non-impactful for near-term share price. Compliance and disclosure practices appear sound.

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Garcia-Thomas Cristina A

(Last) (First) (Middle)

231 WEST MICHIGAN STREET

(Street)

MILWAUKEE WI 53203

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WEC ENERGY GROUP, INC. [ WEC ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/08/2025

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)	07/08/2025		A		217.77(2)		(3)	(3)	Common Stock	217.77	$103.32	8,126.4183(4)	D

Explanation of Responses:

1. One-for-one.

2. These phantom stock units were acquired pursuant to a deferral of director fees in an acquisition exempt from Section 16(b) pursuant to Rule 16b-3(d).

3. These phantom stock units were accrued under the WEC Energy Group, Inc. Director's Deferred Compensation Plan (DDCP) and are to be settled in accordance with the terms of the plan.

4. Includes phantom stock units accrued pursuant to a dividend reinvestment feature of the DDCP in transactions exempt from Section 16 pursuant to Rule 16a-11.

Remarks:

	Joshua M. Erickson, as attorney in fact	07/10/2025
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did WEC Director Cristina A. Garcia-Thomas acquire?

She acquired 217.77 phantom stock units through the Director’s Deferred Compensation Plan.

What is the total phantom stock ownership after the transaction?

Garcia-Thomas now beneficially owns 8,126.4183 phantom stock units.

Was this an open-market purchase of WEC common shares?

No. The units were received by deferring director fees, an exempt, non-market transaction under Rule 16b-3(d).

What price was used to convert the deferred fees into phantom units?

The filing lists a reference price of $103.32 per unit.

Does this transaction impact WEC’s share count or float?

No. Phantom units are bookkeeping entries and do not alter the outstanding common shares.

Why are phantom stock units considered beneficial ownership?

Section 16 treats deferred equity units as derivative securities, requiring disclosure even though they are not tradable shares.