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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

 

 

 

 

May 19, 2026

Date of report (date of earliest event reported)

 

 

Commission

File No.

 

Name of Registrant, State of Incorporation, Address

of Principal Executive Offices, and Telephone No.

 

IRS Employer

Identification No.

 

000-49965

 

MGE Energy, Inc.

(a Wisconsin Corporation)

133 South Blair Street

Madison, Wisconsin 53788

(608) 252-7000 | mgeenergy.com

 

 

39-2040501

 

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 class

 

Trading symbol(s)

 

Name of each exchange on which registered

Common Stock, $1 Par Value Per Share

 

MGEE

 

The NASDAQ Stock Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

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Item 5.07. Submission of Matters to a Vote of Security Holders.

 

MGE Energy, Inc.'s Annual Meeting of Shareholders was held on May 19, 2026 (the "Annual Meeting"). At the Annual Meeting, three Class I Directors were elected, shareholders ratified the independent registered public accounting firm for the year 2026, and an advisory vote on executive compensation was approved. The results for each of the matters submitted to a vote of shareholders during the meeting were as follows:
 

1.
Election of three Class I Directors with terms of office expiring at the 2029 annual meeting of shareholders.

 

 

 

For Votes

 

Against Votes

 

Abstained

 

Broker Non-Votes

James G. Berbee

 

21,071,638

 

451,915

 

247,806

 

4,534,547

Londa J. Dewey

 

20,822,325

 

674,656

 

274,378

 

4,534,547

Angela S. Rieger

 

21,179,826

 

330,755

 

260,778

 

4,534,547

 

2.
Ratification of selection of PricewaterhouseCoopers LLP to serve as the company's independent registered public accounting firm for the year 2026.

 

For Votes

 

Against Votes

 

Abstained

25,526,278

 

531,389

 

248,239

 

3.
Advisory vote on executive compensation as disclosed in the annual meeting proxy statement.

 

For Votes

 

Against Votes

 

Abstained

 

Broker Non-Votes

20,105,054

 

1,166,451

 

499,854

 

4,534,547

 

 

As noted in the proxy statement for the Annual Meeting, MGE Energy’s Amended and Restated Articles of Incorporation contain a provision limiting the voting power of any shareholder who acquires more than 10% of outstanding voting stock. Shares held by any shareholder in excess of 10% of outstanding voting stock are entitled to 1/100th vote per share. The voting results described above reflect this voting limitation, which was applied to two of our shareholders.

 

 

 

 

 

 

 

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SIGNATURES

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.

 

 

MGE Energy, Inc.

 

(Registrant)

 

 

 

 

 

 

Date: May 22, 2026

/s/ Jenny L. Lagerwall

 

Jenny L. Lagerwall

Assistant Vice President - Accounting and Controller

(Chief Accounting Officer)

 

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