[Form 4] XCEL ENERGY INC Insider Trading Activity

Rhea-AI Filing Summary

Timothy A. Welsh, a director of Xcel Energy (XEL), received 473.007 stock-equivalent units as part of his director retainer on 09/28/2025. The grant consists of 394.173 units issued in lieu of a quarterly cash retainer at an attributable price of $79.28 per unit and 78.834 units granted at no cost as a 20% premium on that retainer. Of the total, 99.85 units were acquired through reinvestment of dividend equivalents. Following the reported transaction, Mr. Welsh beneficially owns 13,479.333 shares or share-equivalents.

The units are payable in whole shares after termination of service, with fractional units payable in cash, and the Form 4 was submitted by an attorney-in-fact on behalf of the reporting person.

Positive

• Director retainer granted in stock-equivalent units, preserving cash while documenting equity compensation
• Includes dividend reinvestment of 99.85 units, showing reinvestment of dividend equivalents into additional units
• Clear post-transaction ownership disclosure of 13,479.333 shares/equivalents

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director compensation granted in stock-equivalent units; appears non-disruptive and administrative in nature.

The filing documents a standard director retainer conversion to stock-equivalent units, including a premium component and dividend reinvestment. This is a common mechanism to conserve cash while aligning compensation with equity ownership. The units vest or pay out upon termination in whole shares, with fractional amounts in cash, indicating standard administrative settlement terms rather than immediate market transactions. The size of the grant (473.007 units) relative to the director's total reported beneficial ownership (13,479.333) appears modest and does not indicate a material change in control or ownership.

Securities Analyst

TL;DR: Transaction reflects compensation mechanics, not an open-market purchase or sale; limited investor impact.

The record shows issuance of stock-equivalent units as retainer compensation, with an attributable per-unit price noted for the portion issued in lieu of cash. There is evidence of dividend-equivalent reinvestment (99.85 units), which is administrative and preserves existing ownership rather than indicating active trading. The reported post-transaction beneficial ownership figure provides transparency on insider holdings but does not signal a liquidity event or material shift in insider alignment.

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
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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).

1. Name and Address of Reporting Person^*

Welsh Timothy A

(Last) (First) (Middle)

414 NICOLLET MALL

(Street)

MINNEAPOLIS MN 55401

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
XCEL ENERGY INC [ XEL ]

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)
09/28/2025

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
Common Stock	09/28/2025		A		473.007(1)	A	$0(2)	13,479.333(3)	D

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

Explanation of Responses:

1. Retainer granted in the form of stock equivalent units payable in whole shares of common stock following termination of the reporting person's service as director and fractional units are payable at such time in cash.

2. Of the 473.007 stock equivalent units, 394.173 were granted at a price of $79.28 per unit in lieu of the reporting person's quarterly cash retainer, and 78.834 were granted at no cost to the reporting person as a 20% premium on the amount of such retainer.

3. Includes 99.85 stock equivalent units acquired pursuant to the reinvestment of dividend equivalents.

	Kristin L. Westlund, Attorney in Fact for Timothy A. Welsh	09/30/2025
	** 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 transaction did XEL director Timothy A. Welsh report on Form 4?

The Form 4 reports a grant of 473.007 stock-equivalent units as director compensation on 09/28/2025.

How were the 473.007 units composed?

The grant comprised 394.173 units issued in lieu of a quarterly cash retainer (at $79.28 per unit) and 78.834 units granted at no cost as a 20% premium.

Did any dividend equivalents affect the grant?

Yes, the total includes 99.85 units acquired through reinvestment of dividend equivalents.

What is Timothy Welsh's beneficial ownership after the transaction?

Following the reported transaction, he beneficially owns 13,479.333 shares or share-equivalents.

How will the stock-equivalent units be settled?

The units are payable in whole shares of common stock following termination of service, with fractional units payable in cash.