What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2024-02-27 compared with 2023-02-27 · 84 added, 126 removed, 951 unchanged (18% of the section changed)

15 unchanged sentences

OTHER INFORMATION

Rule 10b5-1 Trading Plans

During the fiscal quarter ended December 31, 2023, none of our directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

13 unchanged sentences

Securities Authorized for Issuance Under Equity Compensation Plans

The following table sets forth information as of December 31, 2022, with respect to the the 2021 Plan, 2012 Plan, the 2007 Plan, under which our equity securities are outstanding or currently authorized for issuance.

The following table sets forth information as of December 31, 2023, with respect to the 2021 Plan, 2012 Plan, the 2007 Plan, under which our equity securities are outstanding or currently authorized for issuance.

Equity Compensation Plan Information

17 unchanged sentences

(b) The weighted-average exercise price in this column does not take performance share awards or restricted stock unit awards into account, as those awards have no exercise price.

(c) Awards under the 2021 Plan can take the form of options, stock appreciation rights, restricted stock, performance shares, performance share units, performance cash, stock grants, stock units, dividend equivalents, and restricted stock units.

Additional shares cannot be awarded under the 2012 Plan and the 2007 Plan.

However, if an award under the 2012 Plan or the 2007 Plan is forfeited, terminated or canceled or expires, the shares subject to such award, to the extent of the forfeiture, termination, cancellation, or expiration, may be added back to the shares available for issuance under the 2021 Plan.

(c) Awards under the 2021 Plan, as amended, can take the form of options, stock appreciation rights, restricted stock, performance shares, performance share units, performance cash, stock grants, stock units, dividend equivalents, and restricted stock units.

Additional shares cannot be awarded under the 2012 Plan, as amended, and the 2007 Plan.

However, if an award under the 2012 Plan, as amended, or the 2007 Plan is forfeited, terminated or canceled or expires, the shares subject to such award, to the extent of the forfeiture, termination, cancellation, or expiration, may be added back to the shares available for issuance under the 2021 Plan.

Equity Compensation Plans Approved By Security Holders

Amounts in column (a) in the table above include shares subject to awards outstanding under three equity compensation plans that were previously approved by our shareholders:

(a) the 2007 Plan, which was approved by our shareholders at our 2007 annual meeting of shareholders and under which no new stock awards may be granted;

(b) the 2012 Plan, as amended, which was approved by our shareholders at our 2012 annual meeting of shareholders and the first amendment to the 2012 Plan was approved by our shareholders at our 2017 annual meeting of shareholders and under which no new stock awards may be granted;

and (c) the 2021 Plan which was approved by our shareholders at our 2021 annual meeting of shareholders.

(a) the 2007 Plan, which was approved by our shareholders at our 2007 Annual Meeting of Shareholders, under which no new stock awards may be granted;

(b) the 2012 Plan, which was approved by our shareholders at our 2012 Annual Meeting of Shareholders, as amended by the First Amendment to the 2012 Plan, which was approved by our shareholders at our 2017 Annual Meeting of Shareholders, under which no new stock awards may be granted;

and (c) the 2021 Plan, which was approved by our shareholders at our 2021 Annual Meeting of Shareholders, as amended by the First Amendment to the 2021 Plan, which was approved by our shareholders at our 2023 Annual Meeting of Shareholders.

See Note 14 of the Notes to Consolidated Financial Statements for additional information regarding these plans.

12 unchanged sentences

Audit-Related Fees (2) 372,040 498,167

All Other Fees (3) 1,672,676 —

(1) The aggregate fees billed for services rendered for the audit of annual financial statements and for review of financial statements included in Reports on Form 10-K and Form 10-Q, respectively.

(2) The aggregate fees billed for assurance and related services that are reasonably related to the performance of the audit or review of the financial statements and are not included in Audit Fees reported above, which primarily consist of fees for employee benefit plan audits and environmental, social and governance assurance readiness performed in 2022 and 2021.

(2) The aggregate fees billed for assurance and related services that are reasonably related to the performance of the audit or review of the financial statements and are not included in Audit Fees reported above, which primarily consist of fees for employee benefit plan audits in 2022 and 2023 and environmental, social and governance assurance readiness performed in 2022.

(3) The aggregate fees billed for independent third-party advisory (quality assurance) services related to a large-scale information technology project.

Pinnacle West’s Audit Committee pre-approves each audit service and non-audit service to be provided by APS’s registered public accounting firm.

11 unchanged sentences

3.1 to Pinnacle West/APS June 30, 2008 Form 10-Q Report, File No.

1-8962 8/7/2008

3.2 Pinnacle West Pinnacle West Capital Corporation Bylaws, amended as of February 19, 2020

120 unchanged sentences

1-8962 and 1-4473 11/8/2022

4.7 Pinnacle West Second Amended and Restated Pinnacle West Capital Corporation Investors Advantage Plan dated as of June 23, 2004

4.4 to Pinnacle West’s June 23, 2004 Form 8-K Report, File No.

1-8962 8/9/2004

4.7(a) Pinnacle West Third Amended and Restated Pinnacle West Capital Corporation Investors Advantage Plan dated as of November 25, 2008

4.6(u) Pinnacle West

APS Thirtieth Supplemental Indenture dated as of June 30, 2023

4.1 to Pinnacle West/APS June 30, 2023 Form 8-K Report, File Nos.

1-8962 and 1-4473 6/30/2023

4.7 Pinnacle West Third Amended and Restated Pinnacle West Capital Corporation Investors Advantage Plan dated as of November 25, 2008

4.1 to Pinnacle West’s Form S-3 Registration Statement No.

207 unchanged sentences

Pinnacle West

APS Retention Agreement dated December 19, 2008 between APS and Maria Lacal

10.4.5a to Pinnacle West/APS 2021 Form 10-K Report, File Nos.

1-8962 and 1-4473 2/24/2021

Pinnacle West

APS First Amendment to the Retention Agreement dated May 24, 2011 between APS and Maria Lacal

10.4.5b to Pinnacle West/APS 2021 Form 10-K Report, File Nos.

1-8962 and 1-4473 2/24/2021

Pinnacle West

APS Medical Retention Agreement dated October 31, 2014 between APS and Maria Lacal

APS Offer of Employment Letter dated May 19, 2022 between APS and Adam Heflin

10.4(8) to Pinnacle West/APS 2022 Form 10-K Report, File Nos.

1 unchanged sentence

Pinnacle West

APS Discretionary Credit Award Agreement dated October 31, 2014 between APS and Maria Lacal

APS Discretionary Credit Award Agreement dated June 21, 2019 between APS and Jacob Tetlow

10.4(9) to Pinnacle West/APS 2022 Form 10-K Report, File Nos.

1 unchanged sentence

Pinnacle West

APS Discretionary Credit Award Agreement dated September 29, 2016 between APS and Maria Lacal

APS First Amendment to Discretionary Credit Award Agreement dated February 21, 2021 between APS and Jacob Tetlow

10.4(10) to Pinnacle West/APS 2022 Form 10-K Report, File Nos.

1 unchanged sentence

Pinnacle West

APS Offer of Employment Letter dated May 19, 2022 between APS and Adam Heflin

Pinnacle West

APS Discretionary Credit Award Agreement dated June 21 , 2019 between APS and Jacob Tetlow

Pinnacle West

APS First Amendment to Discretionary Credit Award Agreement dated February 2 1 , 2021 between APS and Jacob Tetlow

Pinnacle West

APS Key Executive Employment and Severance Agreement between Pinnacle West and certain executive officers of Pinnacle West and its subsidiaries

22 unchanged sentences

1-8962 and 1-4473 8/5/2021

Registrant(s) Description Previously Filed as Exhibit:

Pinnacle West Pinnacle West Capital Corporation 2007 Long-Term Incentive Plan

13 unchanged sentences

1-8962 8/3/2010

Registrant(s) Description Previously Filed as Exhibit:

10.6(1)(d) bd

21 unchanged sentences

Pinnacle West

APS Summary of 202 3 Variable Incentive Plan and Officer Variable Incentive Plan

Pinnacle West

APS Pinnacle West Capital Corporation 2012 Long-Term Incentive Plan

2 unchanged sentences

10.6(5)(a) bd

Pinnacle West First Amendment to the Pinnacle West Capital Corporation 2012 Long-Term Incentive Plan

Appendix A to the Proxy Statement for Pinnacle West’s 2017 Annual Meeting of Shareholders, File No.

1-8962 3/31/2017

10.6(5)(b) bd

Pinnacle West Form of Performance Share Award Agreement under the Pinnacle West Capital Corporation 2012 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 5/3/2012

10.6(5)(b) bd

10.6(5)(c) bd

Pinnacle West Form of Restricted Stock Unit Award Agreement under the Pinnacle West Capital Corporation 2012 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 5/3/2012

Registrant(s) Description Previously Filed as Exhibit:

10.6(5)(c) bd

10.6(5)(d) bd

Pinnacle West Form of Performance Share Award Agreement under the Pinnacle West Capital Corporation 2012 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 2/21/2014

10.6(5)(d) bd

10.6(5)(e) bd

Pinnacle West Form of Restricted Stock Unit Award Agreement under the Pinnacle West Capital Corporation 2012 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 2/21/2014

10.6(5)(e) bd

10.6(5)(f) bd

Pinnacle West Form of Performance Share Award Agreement under the Pinnacle West Capital Corporation 2012 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 2/19/2016

10.6(5)(f) bd

Registrant(s) Description Previously Filed as Exhibit:

10.6(5)(g) bd

Pinnacle West Form of Restricted Stock Unit Award Agreement under the Pinnacle West Capital Corporation 2012 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 2/24/2017

10.6(5)(g) bd

10.6(5)(h) bd

Pinnacle West Form of Performance Share Award Agreement under the Pinnacle West Capital Corporation 2012 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 2/24/2017

10.6(5)(h) bd

10.6(5)(i) bd

Pinnacle West Form of Restricted Stock Unit Award Agreement under the Pinnacle West Capital Corporation 2012 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 5/1/2019

10.6(5)(i) bd

10.6(5)(j) bd

Pinnacle West Form of Performance Share Award Agreement under the Pinnacle West Capital Corporation 2012 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 5/1/2019

10.6(5)(j) bd

10.6(5)(k) bd

Pinnacle West Form of Performance Share Award Agreement under the Pinnacle West Capital Corporation 2012 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 5/8/2020

10.6(5)(k) bd

10.6(5)(l) bd

Pinnacle West Form of Performance Share Award Agreement under the Pinnacle West Capital Corporation 2012 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 2/24/2021

10.6(5)(l) bd

10.6(5)(m) bd

Pinnacle West Form of Performance Share Award Agreement under the Pinnacle West Capital Corporation 2012 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 2/24/2021

10.6(5)(m) bd

10.6(5)(n) bd

Pinnacle West

2 unchanged sentences

1-8962 4/01/2021

10.6(5)(n) bd

10.6(5)(o) bd

Pinnacle West First Amendment to the Pinnacle West Capital Corporation 2021 Long-Term Incentive Plan

Appendix A to the Proxy Statement for Pinnacle West’s 2022 Annual Meeting of Shareholders, File No.

1-8962 5/19/2023

10.6(5)(p) bd

Pinnacle West Form of Restricted Stock Unit Award Agreement under the Pinnacle West Capital Corporation 2021 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 2/25/2022

10.6(5)(o) bd

10.6(5)(q) bd

Pinnacle West Form of Restricted Stock Unit Award Agreement under the Pinnacle West Capital Corporation 2021 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 2/25/2022

Registrant(s) Description Previously Filed as Exhibit:

10.6(5)(p) bd

10.6(5)(r) bd

Pinnacle West Form of Performance Share Award Agreement under the Pinnacle West Capital Corporation 2021 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 2/25/2022

10.6(5)(q) bd

10.6(5)(s) bd

Pinnacle West Form of Performance Share Award Agreement under the Pinnacle West Capital Corporation 2021 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 2/25/2022

10.6(5)(r) bd

Registrant(s) Description Previously Filed as Exhibit:

10.6(5)(t) bd

Pinnacle West Form of Performance Share Award Agreement under the Pinnacle West Capital Corporation 2021 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 2/25/2022

10.6(5)(s) bd

10.6(5)(u) bd

Pinnacle West Form of Performance Share Award Agreement under the Pinnacle West Capital Corporation 2021 Long-Term Incentive Plan

1 unchanged sentence

1-8962 and 1-4473 2/25/2022

10.6(5)(t) bd

10.6(5)(v) bd

Pinnacle West Master Amendment to Performance Share Agreements

1 unchanged sentence

1-8962 and 1-4473 5/3/2012

10.6(5)(u) bd

10.6(5)(w) bd

Pinnacle West Master Amendment to Restricted Stock Unit Agreements

1 unchanged sentence

1-8962 and 1-4473 5/3/2012

10.6(5)(v) bd

Pinnacle West First Amendment to the Pinnacle West Capital Corporation 2012 Long-Term Incentive Plan

Appendix A to the Proxy Statement for Pinnacle West’s 2017 Annual Meeting of Shareholders, File No.

1-8962 3/31/2017

10.7(1) Pinnacle West

25 unchanged sentences

1-8962 7/25/1985

Registrant(s) Description Previously Filed as Exhibit:

10.7(3) Pinnacle West

5 unchanged sentences

1-8962 7/25/1985

Registrant(s) Description Previously Filed as Exhibit:

10.7(4) Pinnacle West

38 unchanged sentences

1-8962 and 1-4473 3/13/2006

Registrant(s) Description Previously Filed as Exhibit:

10.9(1) Pinnacle West

APS ANPP Participation Agreement, dated August 23, 1973, among APS, SRP, SCE, Public Service Company of New Mexico, El Paso, Southern California Public Power Authority, and Department of Water and Power of the City of Los Angeles, and amendments 1-12 thereto 10.1 to APS’s 1988 Form 10-K Report, File No.

APS ANPP Participation Agreement, dated August 23, 1973, among APS, SRP, SCE, Public Service Company of New Mexico, El Paso Electric Company, Southern California Public Power Authority, and Department of Water and Power of the City of Los Angeles, and amendments 1-12 thereto 10.1 to APS’s 1988 Form 10-K Report, File No.

1-4473 3/8/1989

Registrant(s) Description Previously Filed as Exhibit:

10.9(1)(a) Pinnacle West

APS Amendment No.

13, dated as of April 22, 1991, to ANPP Participation Agreement, dated August 23, 1973, among APS, SRP, SCE, Public Service Company of New Mexico, El Paso, Southern California Public Power Authority, and Department of Water and Power of the City of Los Angeles 10.1 to APS’s March 31, 1991 Form 10-Q Report, File No.

13, dated as of April 22, 1991, to ANPP Participation Agreement, dated August 23, 1973, among APS, SRP, SCE, Public Service Company of New Mexico, El Paso Electric Company, Southern California Public Power Authority, and Department of Water and Power of the City of Los Angeles 10.1 to APS’s March 31, 1991 Form 10-Q Report, File No.

1-4473 5/15/1991

1 unchanged sentence

APS Amendment No.

14 to ANPP Participation Agreement, dated August 23, 1973, among APS, SRP, SCE, Public Service Company of New Mexico, El Paso, Southern California Public Power Authority, and Department of Water and Power of the City of Los Angeles

14 to ANPP Participation Agreement, dated August 23, 1973, among APS, SRP, SCE, Public Service Company of New Mexico, El Paso Electric Company , Southern California Public Power Authority, and Department of Water and Power of the City of Los Angeles

99.1 to Pinnacle West’s June 30, 2000 Form 10-Q Report, File No.

2 unchanged sentences

APS Amendment No.

15, dated November 29, 2010, to ANPP Participation Agreement, dated August 23, 1973, among APS, SRP, SCE, Public Service Company of New Mexico, El Paso, Southern California Public Power Authority, and Department of Water and Power of the City of Los Angeles

15, dated November 29, 2010, to ANPP Participation Agreement, dated August 23, 1973, among APS, SRP, SCE, Public Service Company of New Mexico, El Paso Electric Company , Southern California Public Power Authority, and Department of Water and Power of the City of Los Angeles

10.9.1c to Pinnacle West/APS 2010 Form 10-K Report, File Nos.

2 unchanged sentences

APS Amendment No.

16, dated April 28, 2014, to ANPP Participation Agreement, dated August 23, 1973, among APS, SRP, SCE, Public Service Company of New Mexico, El Paso, Southern California Public Power Authority, and Department of Water and Power of the City of Los Angeles

16, dated April 28, 2014, to ANPP Participation Agreement, dated August 23, 1973, among APS, SRP, SCE, Public Service Company of New Mexico, El Paso Electric Company , Southern California Public Power Authority, and Department of Water and Power of the City of Los Angeles

10.2 to Pinnacle West/APS March 31, 2014 Form 10-Q Report, File Nos.

11 unchanged sentences

1-4473 3/29/1996

Registrant(s) Description Previously Filed as Exhibit:

10.10(3) Pinnacle West

2 unchanged sentences

1-4473 3/29/1996

10.10(4) Pinnacle West

APS Contract among PacifiCorp, APS and DOE Western Area Power Administration, Salt Lake Area Integrated Projects for Firm Transmission Service dated May 5, 1995

10.5 to APS’s 1995 Form 10-K Report, File No.

1-4473 3/29/1996

Registrant(s) Description Previously Filed as Exhibit:

10.10(4) Pinnacle West

2 unchanged sentences

1-4473 3/29/1996

10.11(1) Pinnacle West APS Term Loan Agreement dated as of February 26, 2019 among APS, as Borrower, SunTrust Bank, as Agent, SunTrust Bank, TD Bank, N.A., U.S.

Bank National Association and The Bank of Nova Scotia, as Co-Syndication Agents and such institutions compromising the lenders party thereto

10.1 to Pinnacle West/APS March 31, 2019 Form 10-Q Report, File Nos.

1-8962 and 1-4473 5/1/2019

10.11(2) Pinnacle West Amended and Restated Five-Year Credit Agreements dated as of May 28, 2021, among Pinnacle West, as Borrower, Barclays Bank PLC, as Agent and Issuing Bank, and the lenders and other parties thereto

10.1 to Pinnacle West/APS June 30, 2021 Form 10-Q Report, File Nos.

1-8962 and 1-4473 8/5/2021

10.11(3) Pinnacle West

APS Amended and Restated Five-Year Credit Agreement dated as of May 28, 2021, among APS, as Borrower, Barclays Bank PLC, as Agent, Co-Sustainability Structuring Agent and Issuing Bank, and the lenders and other parties thereto

10.2 to Pinnacle West/APS June 30, 2021 Form 10-Q Report, File Nos.

1-8962 and 1-4473 8/5/2021

10.11(1) Pinnacle West Second Amended and Restated Five-Year Credit Agreements dated as of April 10, 2023, among Pinnacle West, as Borrower, Barclays Bank PLC, as Agent, Co-Sustainability Structuring Agent and Issuing Bank, and the lenders and other parties thereto

10.1 to Pinnacle West/APS April 10, 2023 Form 8-K Report, File No.

1-8962 4/10/2023

10.11(2) Pinnacle West

APS Five-Year Credit Agreement dated as of May 28, 2021, among APS, as Borrower, Barclays Bank PLC, as Agent, Co-Sustainability Structuring Agent and Issuing Bank, and the lenders and other parties thereto

10.3 to Pinnacle West/APS June 30, 2021 Form 10-Q Report, File Nos.

1-8962 and 1-4473 8/5/2021

APS Five-Year Credit Agreement dated as of April 10, 2023 , among APS, as Borrower, Barclays Bank PLC, as Agent, Co-Sustainability Structuring Agent and Issuing Bank, and the lenders and other parties thereto

10.2 to Pinnacle West/APS April 10, 2023 Form 8-K Report, File No.

1-8962 4/10/2023

Pinnacle West

9 unchanged sentences

1-4473 12/4/1986

Registrant(s) Description Previously Filed as Exhibit:

10.12(1)(b) c

10 unchanged sentences

1-4473 3/30/1993

Registrant(s) Description Previously Filed as Exhibit:

10.12(1)(d) c

22 unchanged sentences

1-4473 8/24/1987

Registrant(s) Description Previously Filed as Exhibit:

10.12(2)(b) Pinnacle West

9 unchanged sentences

1-8962 and 1-4473 7/31/2014

Registrant(s) Description Previously Filed as Exhibit:

10.12(2)(d) Pinnacle West

31 unchanged sentences

1-4473 5/15/1998

Registrant(s) Description Previously Filed as Exhibit:

10.15(2) Pinnacle West

10 unchanged sentences

1-4473 6/26/1998

10.16 Pinnacle West

APS Purchase and Sale Agreement dated November 8, 2010 by and between SCE and APS

10.1 to Pinnacle West/APS November 8, 2010 Form 8-K Report, File Nos.

1-8962 and 1-4473 11/8/2010

10.17 Pinnacle West

APS Proposed Settlement Agreement dated January 6, 2012 by and among APS and certain parties to its retail rate case (approved by ACC Order No.

10.17 to Pinnacle West/APS 2011 Form 10-K Report, File Nos.

1-8962 and 1-4473 2/24/2012

10.18 Pinnacle West

APS Proposed Settlement Agreement dated March 27, 2017 by and among APS and certain parties to its retail rate case (approved by ACC Order No.

10.1 to Pinnacle West/APS March 31, 2017 Form 10-Q Report, File Nos.

1-8962 and 1-4473 5/2/2017

10.19 Pinnacle West Purchase and Sale Agreement, dated June 29, 2018, by and between Navajo Transitional Energy Company, LLC and 4CA

10.2 to Pinnacle West/APS June 30, 2018 Form 10-Q Report, File Nos.

1-8962 and 1-4473 8/3/2018

21 Pinnacle West Subsidiaries of Pinnacle West

1 unchanged sentence

23.2 APS Consent of Deloitte & Touche LLP

Registrant(s) Description Previously Filed as Exhibit:

31.1 Pinnacle West Certificate of Jeffrey B.

6 unchanged sentences

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Registrant(s) Description Previously Filed as Exhibit:

APS Certification of Chief Executive Officer and Chief Financial Officer, pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

97 Pinnacle West Policy Relating to Recovery of Erroneously Awarded Compensation

Pinnacle West

1 unchanged sentence

1-4473 11/9/1992

Registrant(s) Description Previously Filed as Exhibit:

Pinnacle West

10 unchanged sentences

33-9480 10/24/1986

Registrant(s) Description Previously Filed as Exhibit:

Pinnacle West

10 unchanged sentences

33-9480 10/24/1986

Registrant(s) Description Previously Filed as Exhibit:

Pinnacle West

10 unchanged sentences

1-4473 11/9/1992

Registrant(s) Description Previously Filed as Exhibit:

99.4(a) Pinnacle West

11 unchanged sentences

1-4473 1/20/1987

Registrant(s) Description Previously Filed as Exhibit:

99.5(a) Pinnacle West

10 unchanged sentences

1-4473 1/20/1987

Registrant(s) Description Previously Filed as Exhibit:

99.6(a) Pinnacle West

9 unchanged sentences

1-4473 8/10/1987

99.9 Pinnacle West

APS ACC Order, Decision No.

61969, dated September 29, 1999, including the Retail Electric Competition Rules

10.2 to APS’s September 30, 1999 Form 10-Q Report, File No.

1-4473 11/15/1999

99.10 Pinnacle West Purchase Agreement by and among Pinnacle West Energy Corporation and GenWest, L.L.C.

and Nevada Power Company, dated June 21, 2005

99.5 to Pinnacle West/APS June 30, 2005 Form 10-Q Report, File Nos.

1-8962 and 1-4473 8/9/2005

101.SCH Pinnacle West

8 unchanged sentences

APS XBRL Taxonomy Definition Linkbase Document

104 Pinnacle West APS The Cover Page Interactive Data File (formatted as Inline iXBRL and contained in Exhibit 101)

a Reports filed under File No.

9 unchanged sentences

PINNACLE WEST CAPITAL CORPORATION

February 27, 2023 /s/ Jeffrey B.

February 27, 2024

/s/ Jeffrey B.

Guldner, Chairman of

22 unchanged sentences

Bryan Director February 27, 2024

/s/ Richard P.

Fox Director February 27, 2023

Director February 27, 2023

Klein, Ph.D.)

/s/ Gonzalo A.

2 unchanged sentences

de la Melena, Jr.)

/s/ Richard P.

Fox Director February 27, 2024

/s/ Kathryn L.

4 unchanged sentences

Spence Director February 27, 2024

/s/ Kristine L.

Svinicki Director February 27, 2024

Trevathan, Jr.

1 unchanged sentence

Trevathan, Jr.)

Wagener Director February 27, 2023

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

26 unchanged sentences

Bryan Director February 27, 2024

/s/ Richard P.

Fox Director February 27, 2023

Director February 27, 2023

Klein, Ph.D.)

/s/ Gonzalo A.

2 unchanged sentences

de la Melena, Jr.)

/s/ Richard P.

Fox Director February 27, 2024

/s/ Kathryn L.

4 unchanged sentences

Spence Director February 27, 2024

/s/ Kristine L.

Svinicki Director February 27, 2024

Trevathan, Jr.

1 unchanged sentence

Trevathan, Jr.)

Wagener Director February 27, 2023

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.

What changed 10-K

Item 9A. Controls and Procedures