AEP grants board observer to Icahn Group's Andrew Teno; agrees to standstill, ends prior nomination pact

AMERICAN ELECTRIC POWER CO INC

Andrew J. Teno appointed as non-voting board observer per agreement with Carl Icahn's group.
Icahn Group agrees to standstill and mutual non-disparagement restrictions; agreement terminable at any time.
Prior director nomination agreement from Feb 2024 terminated effective Dec 22, 2025.
Board reduces committees from 7 to 5 effective July 1, 2026: eliminates Finance, combines Nominating/Governance and HR.
By-laws amended to reflect new committee structure; changes effective July 1, 2026.

item 1.01item 1.02item 5.03item 9.01

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