FALSEXCEL ENERGY INC0000072903MNPUBLIC SERVICE CO OF COLORADO0000081018CO00000729032025-09-232025-09-230000072903xel:PublicServiceCompanyOfColoradoMember2025-09-232025-09-23
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) September 23, 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 | | |
| | | | | | | |
| 001-3280 | | PUBLIC SERVICE COMPANY OF COLORADO | | 84-0296600 |
| | (a Colorado corporation) | | |
| | 3500 Blake Street | | |
| | Denver, | Colorado | 80205 | | |
| | (303) | 571-7511 | | |
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 |
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
Marshall Wildfire Litigation
As previously disclosed, multiple complaints were filed against Public Service Company of Colorado (PSCo) and Xcel Energy Services Inc. (both wholly owned subsidiaries of Xcel Energy Inc. and, together, Xcel Energy) related to the Marshall Fire, which ignited in Boulder County, Colorado in December 2021.
On September 23, 2025, Xcel Energy, Qwest Corporation and Teleport Communications America, LLC reached settlement agreements in principle that resolve all claims asserted by the subrogation insurers, the public entity plaintiffs and individual plaintiffs. PSCo expects to pay approximately $640 million related to these settlements, with approximately $350 million funded by remaining insurance coverage (after consideration of legal costs incurred to date). PSCo expects to recognize an approximately $290 million charge to earnings as a result of these settlement agreements in the quarterly period ending September 30, 2025. Given the non-recurring nature of this charge, this will be an adjustment to net income in determining ongoing earnings for 2025. (a)
The agreements in principle remain subject to final documentation and individual plaintiffs opting in to the agreements negotiated and recommended by their counsel. Consistent with previous disclosures, PSCo disputes that its power lines caused the Marshall Fire. PSCo did not admit any fault, wrongdoing or negligence in connection with these settlement agreements.
Xcel Energy Inc. reaffirms its 2025 ongoing earnings per share (EPS) guidance of $3.75 to $3.85 per share. (a)
(a)Ongoing earnings and ongoing EPS are non-GAAP financial measures. Ongoing earnings is calculated using net income and adjusting for certain non-recurring or infrequent items that are, in management’s view, not reflective of ongoing operations. Ongoing earnings could differ from those prepared in accordance with GAAP for unplanned and/or unknown adjustments. As Xcel Energy Inc. is unable to quantify the financial impacts of any additional adjustments that may occur for the year, we are unable to provide a quantitative reconciliation of the guidance for ongoing EPS to corresponding GAAP EPS.
Forward-Looking Statements
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 expectations regarding litigation settlement payment amount, 2025 ongoing earnings guidance, 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 PSCo’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; 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 PSCo 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, 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.
Item 9.01. Financial Statements and Exhibits
(d)Exhibits
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| Exhibit | | Description |
99.01 | | Press Release dated September 24, 2025 |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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| Sept. 24, 2025 | Xcel Energy Inc. (a Minnesota corporation) |
| Public Service Company of Colorado (a Colorado corporation) |
| |
| /s/ BRIAN J. VAN ABEL |
| Brian J. Van Abel |
| Executive Vice President, Chief Financial Officer |
