17 unchanged sentences
During the quarter ended December 31, 2024, no director or officer (as defined in Rule 16a-1(f) promulgated under the Exchange Act) of FE adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (as each term is defined in Item 408 of Regulation S-K).
−Removed: Director Resignation
−Removed: On February 7, 2024, Sean Klimczak notified the FE Board of his intention to resign as a director of FE, effective the earlier of (i) the appointment of his replacement, or (ii) February 29, 2024.
−Removed: Klimczak’s resignation was not the result of any dispute or disagreement with FE or the FE Board on any matter relating to the operations, policies or practices of FirstEnergy.
−Removed: BIP Securities II-B L.P.
−Removed: intends to designate a substitute director acceptable to the FE Board to be appointed to the FE Board.
−Removed: Pursuant to that certain Common Stock Purchase Agreement with BIP Securities II-B L.P., an affiliate of Blackstone Infrastructure Partners L.P., dated as of November 6, 2021, so long as BIP Securities II-B L.P.
−Removed: beneficially owns at least 75% of the shares of FE common stock acquired by it pursuant to the Common Stock Purchase Agreement, BIP Securities II-B L.P.
−Removed: will have the right to nominate one natural person for election to the FE Board.
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
2 unchanged sentences
The information required by Item 10 is incorporated herein by reference to FirstEnergy's 2025 Proxy Statement to be filed with the SEC pursuant to Regulation 14A under the Exchange Act.
+Added: FirstEnergy has adopted an insider trading compliance policy regarding securities transactions (the "Insider Trading Practice") that applies to its directors, officers, employees, consultants, and contractors and our subsidiaries, as well as the company itself.
+Added: FirstEnergy believes that the Insider Trading Compliance Practice is reasonably designed to promote compliance with insider trading laws, rules and regulations with respect to the purchase, sale and/or other dispositions of FirstEnergy’s securities, as well as the applicable rules and regulations of the New York Stock Exchange.
+Added: A copy of the Insider Trading Practice is filed as Exhibit 19 to this Annual Report on Form 10-K.
EXECUTIVE COMPENSATION
7 unchanged sentences
Total 4,428,103 $ — 8,529,960
−Removed: (1) This number includes 1,918,675 shares subject to outstanding awards of stock based Restricted Stock Units granted under the ICP 2020 if paid at target for the three outstanding cycles, as well as 1,918,675 additional shares assuming maximum performance metrics are achieved for the 2021-2023, 2022-2024, and 2023-2025 cycles of stock based Restricted Stock Units, and 274,412 shares related to the DCPD that will be paid in stock.
+Added: (1) Includes 256,061 shares related to the DCPD that is expected to be paid in stock, 2,086,021 shares subject to outstanding awards of stock based Restricted Stock Units granted under the ICP 2020 if paid at target for the 2022-2024, 2023-2025, and 2024-2026 cycles of stock based Restricted Stock Units, as well as 2,086,021 additional shares to be paid if maximum performance metrics are achieved for the three outstanding cycles.
(2) There are no outstanding options, therefore, no consideration is required from participants for the exercise or vesting of any outstanding equity compensation awards.
−Removed: (3) Represents shares available for issuance, assuming maximum performance metrics are achieved (or approximately 4,841,463 under ICP 2015 and 7,137,618 under ICP 2020, available assuming performance at target) for the 2021-2023, 2022-2024, and 2023-2025 cycles of stock-based Restricted Stock Units, with respect to future awards under the ICP 2020 and future accruals of dividends on awards outstanding under ICP 2020.
−Removed: Additional shares may become available under the ICP 2020 due to cancellations, forfeitures, cash settlements or other similar circumstances with respect to outstanding awards.
−Removed: (4) All equity compensation plans have been approved by security holders.
+Added: (3) Additional shares may become available due to cancellations, forfeitures, cash settlements or other similar circumstances with respect to outstanding awards.
+Added: (4) All equity compensation plans have been approved by FE's shareholders.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
10 unchanged sentences
(1) Professional services rendered for the audits of FirstEnergy's and certain of its subsidiary annual financial statements and reviews of unaudited financial statements included in FirstEnergy's Quarterly Reports on Form 10-Q filings made with the SEC, and for services in connection with statutory and regulatory filings or engagements, including comfort letters, agreed upon procedures and consents for financings.
−Removed: 2023 audit fees also include newly required regulatory audits for certain subsidiaries and additional audit services to support the planned registration of certain subsidiaries with the SEC during 2024.
−Removed: (2) Audit-related fees in 2022 were related to services rendered for EESG reporting assessments.
−Removed: (3) Tax fees in 2023 and 2022 were primarily related to the performance of tax services related to the sale of interest in FET.
−Removed: (4) All other fees in 2023 primarily reflect certain costs related to the ongoing SEC investigation.
−Removed: All other fees in 2022 primarily reflect certain costs incurred as a result of system implementation quality assurance services, the ongoing SEC investigation and software subscription fees.
+Added: 2024 and 2023 audit fees also include newly required regulatory audits for certain subsidiaries and additional audit services to support the registration of certain subsidiaries with the SEC during 2024.
+Added: (2) Audit-related fees in 2024 were related to services rendered for climate-related reporting assessments.
+Added: (3) Tax fees in 2024 and 2023 were primarily related to the performance of tax services related to the FET equity interest sales.
+Added: (4) All other fees in 2024 and 2023 primarily reflect certain costs related to the SEC investigation.
Additional information required by this item is incorporated herein by reference to FirstEnergy’s 2025 Proxy Statement to be filed with the SEC pursuant to Regulation 14A under the Exchange Act.
13 unchanged sentences
3.2 Third Amended and Restated Code of Regulations of FirstEnergy Corp., effective May 17, 2022 (incorporated by reference to FE’s Form 8-K on May 23, 2022, Exhibit 3.1, File No.
−Removed: 3.3 Amendment to the Third Amended and Restated Code of Regulations (incorporated by reference to FE’s Form 10-Q filed August 1, 2023, Exhibit 3 .
+Added: 3.3 Amendment to the Third Amended and Restated Code of Regulations (incorporated by reference to FE’s Form 10-Q filed August 1, 2023, Exhibit 3.1, File No.
4.1 Indenture, dated November 15, 2001, between FirstEnergy Corp.
61 unchanged sentences
(incorporated by reference to FE’s Form 10-Q filed October 26, 2023, Exhibit 10.8, File No.
+Added: 10.21 Amendment No.
+Added: 3 to Credit Agreement, dated as of October 24, 2024, among FE, as borrower, the banks and other financial institutions party thereto, as lenders, and JPMorgan Chase Bank, N.A., as administrative agent (incorporated by reference to FE’s Form 10-Q filed October 29, 2024, Exhibit 10.2, File No.
+Added: 10.22 Amendment No.
+Added: 3 to Credit Agreement, dated as of October 24, 2024, among CEI, OE and TE, as borrowers, the banks and other financial institutions party thereto, as lenders, and JPMorgan Chase Bank, N.A., as administrative agent (incorporated by reference to FE’s Form 10-Q filed October 29, 2024, Exhibit 10.3, File No.
+Added: 10.23 Amendment No.
+Added: 3 to Credit Agreement, dated as of October 24, 2024, among FE PA, as borrower, the banks and other financial institutions party thereto, as lenders, and Mizuho Bank, Ltd., as administrative agent (incorporated by reference to FE’s Form 10-Q filed October 29, 2024, Exhibit 10.4, File No.
+Added: 10.24 Amendment No.
+Added: 3 to Credit Agreement, dated as of October 24, 2024, among JCP&L, as borrower, the banks and other financial institutions party thereto, as lenders, and Mizuho Bank, Ltd., as administrative agent (incorporated by reference to FE’s Form 10-Q filed October 29, 2024, Exhibit 10.5, File No.
+Added: 10.25 Amendment No.
+Added: 3 to Credit Agreement, dated as of October 24, 2024, among MP and PE, the banks and other financial institutions party thereto, as lenders, and Mizuho Bank, Ltd., as administrative agent (incorporated by reference to FE’s Form 10-Q filed October 29, 2024, Exhibit 10.6, File No.
+Added: 10.26 Amendment No.
+Added: 3 to Credit Agreement, dated as of October 24, 2024, among ATSI, MAIT and TrAIL, as borrower, the banks and other financial institutions party thereto, as lenders, and PNC Bank, National Association, as administrative agent (incorporated by reference to FE’s Form 10-Q filed October 29, 2024, Exhibit 10.7, File No.
+Added: 10.27 Amendment No.
+Added: 1 to Credit Agreement and Consent, dated as of October 24, 2024, among FET, as borrower, the banks and other financial institutions party thereto, as lenders, and JPMorgan Chase Bank, N.A., as administrative agent (incorporated by reference to FE’s Form 10-Q filed October 29, 2024, Exhibit 10.8, File No.
+Added: 10.28 Amendment No.
+Added: 1 to Credit Agreement, dated as of October 24, 2024, among KATCo, as borrower, the banks and other financial institutions party thereto, as lenders, and PNC Bank, National Association, as administrative agent (incorporated by reference to FE’s Form 10-Q filed October 29, 2024, Exhibit 10.
10.29 Consent Decree dated March 18, 2005 (incorporated by reference to FE’s Form 8-K filed March 18, 2005, Exhibit 10-1, File No.
1 unchanged sentence
10.31 Deferred Prosecution Agreement, dated as of July 21, 2021 (incorporated by reference to FE’s Form 8-K filed July 22, 2021, Exhibit 10.1, File No.
+Added: 10.32 Agreement between the Office of the Ohio Attorney General, the Office of the Summit County Prosecutor and FirstEnergy Corp.
+Added: dated August 12, 2024 (incorporated by reference to FE’s Form 8-K filed August 13, 2024, Exhibit 99.2, File No.
+Added: 10.33 Settlement Order, dated as of September 12, 2024 (incorporated by reference to FE’s Form 8-K filed September 12, 2024, Exhibit 99.2, File No.
10.34 Purchase and Sale Agreement, dated as of November 6, 2021, among the FirstEnergy Corp.
5 unchanged sentences
(incorporated by reference to FE’s Form 10-Q filed April 27, 2023, Exhibit 10.1, File No.
−Removed: 10.26 Amended and Restated Limited Liability Company Operating Agreement of FirstEnergy Transmission, LLC (incorporated by reference to FE’s Form 8-K filed May 31, 2022, Exhibit 10.1, File No.
+Added: 10.36 Fourth Amended and Restated Limited Liability Company Agreement of FirstEnergy Transmission, LLC, dated March 25, 2024 (incorporated by reference to FE’s Form 8-K filed March 25, 2024, Exhibit 10.1, File No.
10.37 Common Stock Purchase Agreement, dated as of November 6, 2021, among the FirstEnergy Corp.
35 unchanged sentences
Executive Deferred Compensation Plan (incorporated by reference to FE’s Form 10-Q filed November 5, 2013, Exhibit 10.2, File No.
−Removed: 10.42 (B) Form of Restricted Stock Agreement (incorporated by reference to FE’s Form 10-K filed February 17, 2015, Exhibit 10-49, File No.
10.52 (B) FirstEnergy Corp.
22 unchanged sentences
Cash Balance Pension Restoration Plan (incorporated by reference to FE’s Form 10-Q filed July 27, 2017, Exhibit 10.1, File No.
−Removed: 10.53 (B) Form of 2018-2020 Cash-Based Performance-Adjusted Restricted Stock Unit Award Agreement (incorporated by reference to FE’s Form 10-K filed February 20, 2018, Exhibit 10-56, File No.
−Removed: 10.54 (B) Form of 2018-2020 Stock-Based Performance-Adjusted Restricted Stock Unit Award Agreement (incorporated by reference to FE’s Form 10-K filed February 20, 2018, Exhibit 10-57, File No.
−Removed: 10.55 (B) Form of 2018-2019 Stock-Based Performance-Adjusted Restricted Stock Unit Award Agreement (incorporated by reference to FE’s Form 10-Q filed April 23, 2018, Exhibit 10.12, File No.
10.62 (B) FirstEnergy Solutions Corp.
Voluntary Enhanced Retirement Option, effective as of January 2, 2019 (incorporated by reference to FE’s Form 8-K filed November 21, 2018, Exhibit 10.1, File No.
−Removed: 10.57 (B) Form of 2019-2021 Cash-Based Performance-Adjusted Restricted Stock Unit Award Agreement (incorporated by reference to FE's Form 10-Q filed April 23, 2019, Exhibit 10.2, File No.333-21011).
−Removed: 10.58 (B) Form of 2019-2021 Stock-Based Performance-Adjusted Restricted Stock Unit Award Agreement (incorporated by reference to FE's Form 10-Q filed April 23, 2019, Exhibit 10.3, File No.333-21011).
10.63 Consent and Waiver to the Settlement Agreement, dated April 18, 2019, by and among the Debtors and the FE Non-Debtor Parties (incorporated by reference to FE's Form 10-Q filed April 23, 2019, Exhibit 10.1, File No.333-21011).
10.64 First Amendment to Settlement Agreement dated November 21, 2019, by and among the Debtors, FE Non-Debtor Parties, Ad Hoc Noteholders Group, Bruce Mansfield Certificateholders Group, and the Committee (incorporated by reference to FE’s Form 8-K filed November 26, 2019, Exhibit 10.1, File No.
−Removed: 10.61 (B) Form of 2020-2022 Cash-Based Performance-Adjusted Restricted Stock Unit Award Agreement (incorporated by reference to FE's Form 10-Q filed April 23, 2020, Exhibit 10.1, File No.333-21011).
−Removed: 10.62 (B) Form of 2020-2022 Stock-Based Performance-Adjusted Restricted Stock Unit Award Agreement (incorporated by reference to FE's Form 10-Q filed April 23, 2020, Exhibit 10.2, File No.333-21011).
10.65 (B) Form of 2020 Restricted Stock Award Agreement (incorporated by reference to FE's Form 10-Q filed April 23, 2020, Exhibit 10.3, File No.333-21011).
1 unchanged sentence
2020 Incentive Compensation Plan (incorporated by reference to FE's Form 8-K filed May 20, 2020, Exhibit 10.1, File No.333-21011).
−Removed: 10.65 (B) Form of 2021-2023 Cash-Based Performance-Adjusted Restricted Stock Unit Award Agreement (incorporated by reference to FE’s Form 10-Q filed July 22, 2021, Exhibit 10.1, File No.
−Removed: 10.66 (B) Form of 2021-2023 Stock-Based Performance-Adjusted Restricted Stock Unit Award Agreement (incorporated by reference to FE’s Form 10-Q filed July 22, 2021, Exhibit 10.2, File No.
10.67 (B) Form of Restricted Stock Award Agreement (incorporated by reference to FE’s Form 10-Q filed July 22, 2021, Exhibit 10.3, File No.
4 unchanged sentences
10.71 (B) Form of 2023-2025 Cash-Based Performance-Adjusted Restricted Stock Unit Award Agreement (incorporated by reference to FE’s Form 10-Q filed August 1, 2023, Exhibit 10.7, File No.
−Removed: 10.72 (B) Form of 2023-2025 Stock-Based Performance-Adjusted Restricted Stock Unit Award Agreement (incorporated by reference to FE’s Form 10-Q filed August 1, 2023, Exhibit 10.
+Added: 10.72 (B) Form of 2023-2025 Stock-Based Performance-Adjusted Restricted Stock Unit Award Agreement (incorporated by reference to FE’s Form 10-Q filed August 1, 2023, Exhibit 10.8, File No.
+Added: 10.73 (B) Form of 2024-2026 Cash-Based Performance-Adjusted Restricted Stock Unit Award Agreement (incorporated by reference to FE’s Form 10-Q filed April 25, 2024, Exhibit 10.2, File No.
+Added: 10.74 (B) Form of 2024-2026 Stock-Based Performance-Adjusted Restricted Stock Unit Award Agreement (incorporated by reference to FE’s Form 10-Q filed April 25, 2024, Exhibit 10.
10.75 (B) Stock-Based Performance-Adjusted Restricted Stock Unit Award Agreement to John W.
8 unchanged sentences
(incorporated by reference to FE’s Form 10-K filed February 13, 2023, Exhibit 10.60, File No.
+Added: 10.79 (B) Severance Agreement and Release of Claims of Christine L.
+Added: Walker (incorporated by reference to FE’s Form 10-Q filed October 29, 2024, Exhibit 10.1, File No.
14 Code of Business Conduct and Ethics (incorporated by reference to FE’s Form 10-Q filed July 22, 2021, Exhibit 14.1, File No.
+Added: 19 (A) Insider Trading Practice
21 (A) List of Subsidiaries of the Registrant at December 31, 2024.
3 unchanged sentences
32 (A) Certification of chief executive officer and chief financial officer, pursuant to 18 U.S.C.
−Removed: 97 (A) Policy r elating to r ecovery of e rroneously a warded c ompensation
+Added: 97 Policy relating to recovery of erroneously awarded compensation (incorporated by reference to FE’s Form 10-K filed February 13, 2024, Exhibit 97, File No.
101 The following materials from the Annual Report on Form 10-K for FirstEnergy Corp.
for the period ended December 31, 2024, formatted in iXBRL (Inline Extensible Business Reporting Language):
−Removed: (i) Consolidated Statements of Income and Consolidated Statements of Comprehensive Income, (ii) Consolidated Balance Sheets, (iii) Consolidated Statements of Common Stockholders' Equity, (iv) Consolidated Statements of Cash Flows, (v) related notes to these financial statements and (vi) document and entity information.
+Added: (i) Consolidated Statements of Income, (ii) Consolidated Statements of Comprehensive Income, (iii) Consolidated Balance Sheets, (iv) Consolidated Statements of Common Stockholders' Equity, (v) Consolidated Statements of Cash Flows, (vi) related notes to these financial statements and (vii) document and entity information.
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)
5 unchanged sentences
FIRSTENERGY CORP.
−Removed: President and Chief Executive Officer
+Added: Chair, President and Chief Executive Officer
February 27, 2025
1 unchanged sentence
FIRSTENERGY CORP.
−Removed: President and Chief Executive Officer
+Added: Chair, President and Chief Executive Officer
(Principal Executive Officer)
−Removed: Somerhalder II
−Removed: Somerhalder II
−Removed: Non-Executive Chair
/s/ Lisa Winston Hicks
5 unchanged sentences
(Principal Financial Officer) (Principal Accounting Officer)
−Removed: Croom /s/ James F.
−Removed: Croom James F.
+Added: Boyd /s/ James F.
+Added: Boyd James F.
Director Director
+Added: Croom /s/ John W.
+Added: Somerhalder II
+Added: Croom John W.
+Added: Somerhalder II
+Added: Director Director
/s/ Steven J.
7 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.