FALSE11/6/2025XCEL ENERGY INC0000072903MNNORTHERN STATES POWER CO /WI/0000072909WI00000729032025-11-062025-11-060000072903xel:NorthernStatesPowerCoMNMember2025-11-062025-11-060000072903us-gaap:CommonStockMember2025-11-062025-11-060000072903xel:A6.25JuniorSubordinatedNotesDue2085Member2025-11-062025-11-060000072903xel:NorthernStatesPowerCo.WISCMember2025-11-062025-11-06
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) November 6, 2025
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| Commission File Number | | Exact Name of Registrant as Specified in its Charter; State of Incorporation; Address of Principal Executive Offices; and Telephone Number | | IRS Employer Identification Number |
| 001-3034 | | XCEL ENERGY INC. | | 41-0448030 |
| | (a Minnesota corporation) | | |
| | 414 Nicollet Mall | | |
| | Minneapolis | Minnesota | 55401 | | |
| | (612) | 330-5500 | | |
| | | | | | | |
| 001-03140 | | NORTHERN STATES POWER COMPANY | | 39-0508315 |
| | (a Wisconsin corporation) | | |
| | 1414 West Hamilton Avenue | | |
| | Eau Claire | Wisconsin | 54701 | | |
| | (715) | 839-2625 | | |
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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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ 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:
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| Title of each class | | Trading Symbol | | Name of each exchange on which registered |
| Common Stock, $2.50 par value per share | | XEL | | Nasdaq Stock Market LLC |
| 6.25% Junior Subordinated Notes due 2085 | | XELLL | | Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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
Wisconsin Electric and Natural Gas Rate Request
In March 2025, Northern States Power Company-Wisconsin (NSP-Wisconsin), a wholly owned subsidiary of Xcel Energy Inc., filed a request with the Public Service Commission of Wisconsin (PSCW) for a multi-year electric and natural gas rate increase. Both the electric and natural gas rate requests are based on forward-looking 2026 and 2027 test years, with a 10.0% return on equity (ROE) and an equity ratio of 53.5%.
On Nov. 6, 2025, the PSCW verbally made a decision on NSP-Wisconsin’s request. NSP-Wisconsin estimates that the PSCW final order would result in a rate increase of approximately $126 million for the electric utility ($68 million in 2026, with an incremental $58 million in 2027) and $22 million for the natural gas utility ($18 million in 2026, with an incremental $4 million in 2027), based on a ROE of 9.8% and an equity ratio of 52.5%.
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| (Millions of Dollars) | | Electric | | Natural Gas |
| NSP-Wisconsin’s filed two-year rate request | | $ | 151 | | | $ | 24 | |
| | | | |
| PSCW verbal decision: | | | | |
| Capital investments | | (8) | | | (1) | |
| Rate of return | | (7) | | | (1) | |
| O&M expenses | | (5) | | | (1) | |
Nuclear decommissioning accrual update (a) | | (6) | | | — | |
| Excess liability insurance deferral recovery | | 4 | | | 1 | |
| Other, net | | (3) | | | — | |
| Approved two-year revenue change | | $ | 126 | | | $ | 22 | |
(a)Since filing the case, the Minnesota Public Utilities Commission authorized a reduction to the annual nuclear decommissioning accrual. This reduction, which flows to NSP-Wisconsin through the interchange agreement, reduced the NSP-Wisconsin rate request and is earnings neutral.
A final written PSCW order is expected in December 2025 with new rates effective in January 2026.
Certain information discussed in this Current Report on Form 8-K is forward-looking information that involves risks, uncertainties and assumptions. Such forward-looking statements, including those relating to expected rate increases to customers, expectations and intentions regarding regulatory proceedings and the effective date of the rates, as well as assumptions and other statements are intended to be identified in this document by the words “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “objective,” “outlook,” “plan,” “project,” “possible,” “potential,” “should,” “will,” “would” and similar expressions. Actual results may vary materially. Forward-looking statements speak only as of the date they are made, and we expressly disclaim any obligation to update any forward-looking information. The following factors, in addition to those discussed in NSP-Wisconsin’s Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2024, and subsequent filings with the SEC, could cause actual results to differ materially from management expectations as suggested by such forward-looking information: operational safety, including our nuclear generation facilities and other utility operations; successful long-term operational planning; commodity risks associated with energy markets and production; rising energy prices and fuel costs; qualified employee workforce and third-party contractor factors; violations of our Codes of Conduct; our ability to recover costs; changes in regulation; reductions in our credit ratings and the cost of maintaining certain contractual relationships; general economic conditions, including recessionary conditions, inflation rates, monetary fluctuations, supply chain constraints and their impact on capital expenditures and/or the ability of NSP-Minnesota to obtain financing on favorable terms; availability or cost of capital; our customers’ and counterparties’ ability to pay their debts to us; assumptions and costs relating to funding our employee benefit plans and health care benefits; tax laws; uncertainty regarding epidemics, the duration and magnitude of business restrictions including shutdowns (domestically and globally), the potential impact on the workforce, including shortages of employees or third-party contractors due to quarantine policies, vaccination requirements or government restrictions, impacts on the transportation of goods and the generalized impact on the economy; effects of geopolitical events, including war and acts of terrorism; cybersecurity threats and data security breaches; seasonal weather patterns; changes in environmental laws and regulations; climate change and other weather events; natural disaster and resource depletion, including compliance with any accompanying legislative and regulatory changes; costs of potential regulatory penalties and wildfire damages in excess of liability insurance coverage; regulatory changes and/or limitations related to the use of natural gas as an energy source; challenging labor market conditions and our ability to attract and retain a qualified workforce; and our ability to execute on our strategies or achieve expectations related to environmental, social and governance matters including as a result of evolving legal, regulatory and other standards, processes, and assumptions, the pace of scientific and technological developments, increased costs, the availability of requisite financing, and changes in carbon markets.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| November 7, 2025 | Xcel Energy Inc. (a Minnesota corporation) |
| Northern States Power Company (a Wisconsin corporation) |
| |
| /s/ BRIAN J. VAN ABEL |
| Brian J. Van Abel |
| Executive Vice President, Chief Financial Officer |
