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Xcel Energy (NASDAQ: XEL) names Delta president Peter Carter to board

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Xcel Energy Inc. elected Peter Carter, 63, president of Delta Air Lines, to its Board of Directors effective July 29, 2026, for a term expiring at the 2027 Annual Meeting of Shareholders. In connection with his election, the Board increased its size from 10 to 11 directors.

Carter was appointed to the Board’s Audit Committee and Governance, Compensation and Nominating Committee. The Board determined he is independent under Nasdaq and company standards. He will receive prorated non-employee director compensation consistent with other directors, and there are no reportable related person transactions involving him.

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
New director age 63 years Age of Peter Carter at time of election to the Board
Board size after election 11 directors Board increased from 10 to 11 members with Carter’s addition
Board size before election 10 directors Number of Xcel Energy directors prior to Peter Carter’s election
Election effective date July 29, 2026 Date Peter Carter began serving on the Board
Director term end 2027 Annual Meeting of Shareholders Expiration of Peter Carter’s current Board term
Junior Subordinated Notes coupon 6.25% Coupon rate on Junior Subordinated Notes due 2085 listed under securities
Junior Subordinated Notes maturity 2085 Maturity year of 6.25% Junior Subordinated Notes
independent regulatory
"The Board determined that Mr. Carter is independent and meets the applicable director independence requirements"
Audit Committee financial
"Mr. Carter was also appointed to serve on the Board’s Audit Committee and Governance, Compensation and Nominating Committee"
A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.
Governance, Compensation and Nominating Committee regulatory
"appointed to serve on the Board’s Audit Committee and Governance, Compensation and Nominating Committee"
director independence requirements regulatory
"meets the applicable director independence requirements of the Nasdaq Stock Market LLC and Xcel Energy’s director independence standards"
Regulation S‑K regulatory
"no related person transactions involving Mr. Carter that are reportable under Item 404(a) of Regulation S‑K"
Regulation S-K is a U.S. Securities and Exchange Commission rulebook that sets the required narrative disclosures companies must include in public filings, such as descriptions of the business, risk factors, management discussion, executive pay and legal matters. It matters to investors because it standardizes the non-numeric information companies must report, like a checklist that helps you compare businesses, spot risks and judge management’s strategy and track record.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

Who was elected to XEL’s board of directors on July 29, 2026?

Xcel Energy elected Peter Carter, president of Delta Air Lines, to its board effective July 29, 2026. He will serve a term expiring at the 2027 Annual Meeting of Shareholders and joins as an independent, non-employee director.

What board committees will Peter Carter serve on at XEL?

Peter Carter will serve on Xcel Energy’s Audit Committee and its Governance, Compensation and Nominating Committee. These assignments place him in key oversight roles covering financial reporting, governance practices, executive pay and board nominations for the company.

How did Peter Carter’s election change XEL’s board size?

With Peter Carter’s election, Xcel Energy’s Board of Directors increased from 10 to 11 members. The board expansion was made pursuant to the company’s bylaws and reflects the addition of an extra independent director seat for his service.

What is Peter Carter’s professional background before joining XEL’s board?

Peter Carter is president of Delta Air Lines, previously serving as Delta’s chief external affairs officer and chief legal officer, and earlier as a partner at Dorsey & Whitney LLP for 23 years, bringing legal, regulatory and strategic experience to Xcel Energy’s board.

How will Peter Carter be compensated for his service on XEL’s board?

Peter Carter will receive non-employee director compensation consistent with Xcel Energy’s other outside directors, as outlined in the company’s Summary of Non-Employee Director Compensation. His compensation will be prorated from his start date through the 2027 Annual Meeting of Shareholders.
FALSEXCEL ENERGY INC0000072903MN00000729032026-07-292026-07-290000072903us-gaap:CommonStockMember2026-07-292026-07-290000072903xel:A6.25JuniorSubordinatedNotesDue2085Member2026-07-292026-07-29

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) July 29, 2026
Xcel Energy Inc.
(Exact name of registrant as specified in its charter)
Minnesota
(State or other jurisdiction of incorporation)
001-303441-0448030
(Commission File Number)(IRS Employer Identification No.)
414 Nicollet MallMinneapolisMinnesota55401
(Address of Principal Executive Offices)
(Zip Code)

612330-5500
(Registrant’s Telephone Number, Including Area Code)
N/A
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)
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:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $2.50 par value per shareXELNasdaq Stock Market LLC
6.25% Junior Subordinated Notes due 2085XELLLNasdaq 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) Election of New Director

On July 29, 2026, the Board of Directors (the “Board”) of Xcel Energy Inc. (“Xcel Energy”) elected Peter Carter, 63, to begin serving on the Board effective immediately for a term expiring at the Xcel Energy 2027 Annual Meeting of Shareholders. Mr. Carter was also appointed to serve on the Board’s Audit Committee and Governance, Compensation and Nominating Committee. The Board determined that Mr. Carter is independent and meets the applicable director independence requirements of the Nasdaq Stock Market LLC and Xcel Energy’s director independence standards. In connection with the election of Mr. Carter, the Board increased the number of Xcel Energy directors from 10 to 11 pursuant to Xcel Energy’s Bylaws.

Since April 2026, Mr. Carter has served as President of Delta Air Lines, Inc., a global airline company headquartered in Atlanta, Georgia (“Delta”). Prior to that, he served as Delta’s Executive Vice President, Chief External Affairs Officer from October 2022 to April 2026 and as Executive Vice President, Chief Legal Officer from 2015 to October 2022. From 1999 to 2015, Mr. Carter was a Partner at the Dorsey & Whitney LLP law firm.

Mr. Carter will receive compensation for his Board service consistent with the compensation received by Xcel Energy’s other non-employee directors as disclosed in the Summary of Non-Employee Director Compensation, approved on May 20, 2026, filed as Exhibit 10.01 hereto and incorporated herein by reference. Mr. Carter’s compensation will be prorated from the commencement of his service on the Board to the date of the 2027 Annual Meeting of Shareholders. Except for the foregoing compensation arrangement, there is no arrangement or understanding between Mr. Carter and any other person pursuant to which Mr. Carter was elected as a director. There are no related person transactions involving Mr. Carter that are reportable under Item 404(a) of Regulation S‑K.

A copy of the press release announcing Mr. Carter’s election to the Board is filed as Exhibit 99.01 hereto.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits

ExhibitDescription
10.01
Summary of Non-Employee Director Compensation, approved on May 20, 2026
99.01
Press Release dated July 29, 2026
104Cover Page Interactive Data File (embedded within the Inline XBRL document)



SIGNATURE
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.

July 29, 2026
Xcel Energy Inc. (a Minnesota corporation)
/s/ AMY SCHNEIDER
Amy Schneider
Vice President, Corporate Secretary and Securities


Exhibit 99.01
image_0.jpg

Xcel Energy Media Relations
414 Nicollet Mall, 401-7
Minneapolis, MN 55401
612-215-5300
mediainquiries@xcelenergy.com
xcelenergy.com

Xcel Energy elects Peter Carter to board of directors
Carter drives enterprise strategy and vision as Delta’s president
MINNEAPOLIS (July 29, 2026) — Xcel Energy (NASDAQ: XEL) announced that Peter Carter has been elected to its board of directors, effective today.
Carter serves as the president of Delta Air Lines, where he drives the company’s enterprise strategy, global policy matters and global market position. He plays a central role in shaping and protecting Delta’s ability to compete, grow and innovate. Under Peter’s leadership, Delta collaborates with industry stakeholders to deliver a more sustainable future of travel; works closely with international partners to strengthen joint ventures and alliances; and ensures customers benefit from seamless global connectivity and a high-quality experience across Delta’s global network.
Prior to assuming the role of president, Carter served as Delta’s chief external affairs officer, chief legal officer and corporate secretary. Before joining the company in 2015, Carter was a partner with the Dorsey & Whitney law firm for 23 years.
“Peter’s appointment reflects our commitment to strong, forward-looking leadership that will help guide Xcel Energy through a rapidly evolving energy landscape,” said Bob Frenzel, chairman, president and CEO of Xcel Energy. “We are pleased to welcome him and believe his strategic vision and customer focus will strengthen our efforts to make energy work better for the communities we serve.”
Carter will serve on the Audit committee and the Governance, Compensation and Nominating committee. With his addition, the company’s Board of Directors will have 11 members.

"I'm honored to join Xcel Energy's board," Carter said. "Like Delta, Xcel Energy plays an essential role in the everyday lives of the millions of customers and communities it serves. I’m looking forward to bringing my perspective to the Xcel Energy team to support the company’s continued growth and innovation as it navigates a rapidly changing energy landscape."

Carter holds a Juris Doctor degree from the University of Minnesota Law School and a Bachelor of Arts degree from the University of Notre Dame.

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About Xcel Energy
Xcel Energy (NASDAQ: XEL) is a leading energy provider, dedicated to serving millions of customers with excellence. We make energy work better for customers, helping them thrive every day. That means always raising the bar — delivering better service and providing more reliable, resilient and sustainable energy.
We are committed to leading the clean energy transition, meeting our customers’ need for more, cleaner power, while keeping bills as low as possible. Because the people we serve depend on us to power their lives.
Headquartered in Minneapolis, we work every day to generate and distribute electricity and gas to customers across eight states: Minnesota, Colorado, Wisconsin, Michigan, North Dakota, South Dakota, New Mexico and Texas. For more information, visit xcelenergy.com or follow us on X and Facebook.







Filing Exhibits & Attachments

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