AEP enters forward sale agreements for 23.5M shares at $124.97/sh

AMERICAN ELECTRIC POWER CO INC

Forward sale agreements with BofA, Goldman Sachs, Morgan Stanley for 20.47M shares; underwriters exercised option for additional 3.07M shares (total 23.54M).
Initial forward price $124.968/sh; physical settlement expected on or before May 31, 2028, subject to adjustments.
Proceeds only received upon physical settlement; company may elect cash or net share settlement under certain conditions.
Forward purchasers can accelerate settlement if unable to hedge or upon certain dividend/merger events.
Agreements automatically terminate upon bankruptcy; no proceeds or shares issued if terminated.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

AMERICAN ELECTRIC POWER CO INC entered into Underwriting Agreement with BofA Securities, Inc., Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC, as representatives of the several underwriters valued at underwriters agreed to buy 23,543,308 shares at $124.968 per share (effective 2026-05-12).

Action: entry
Agreement: underwriting
Counterparty: BofA Securities, Inc., Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC, as representatives of the several underwriters
Value: underwriters agreed to buy 23,543,308 shares at $124.968 per share
Effective: 2026-05-12

Exact text from the filing

In connection with the Original Forward Sale Agreements and the Additional Forward Sale Agreements (each, a “Forward Sale Agreement” and collectively, the “Forward Sale Agreements”), the Company entered into an Underwriting Agreement (as defined herein) with BofA Securities, Inc., Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC, as representatives of the several underwriters named therein, BofA Securities, Inc., Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC, as forward sellers, and the Forward Purchasers, pursuant to which the Forward Purchasers borrowed from third parties and sold to the underwriters an aggregate of 23,543,308 shares.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

AMERICAN ELECTRIC POWER CO INC entered into Forward Sale Agreements with Bank of America, N.A., Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC valued at forward sale price initially $124.968 per share; 23,543,308 shares aggregate (effective 2026-05-12).

Action: entry
Agreement: equity purchase
Counterparty: Bank of America, N.A., Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC
Value: forward sale price initially $124.968 per share; 23,543,308 shares aggregate
Effective: 2026-05-12

Exact text from the filing

On May 12, 2026, American Electric Power Company, Inc. (the “Company”) entered into separate forward sale agreements relating to 20,472,442 shares of the Company’s common stock, par value $6.50 per share, documented under individual confirmations subject to separate master agreements and incorporating certain other terms (together, the “Original Forward Sale Agreements”) with each of Bank of America, N.A., Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC, acting in their capacity as forward purchasers (the “Forward Purchasers”).

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273 material agreements filed in the last 30 days. Browse all material agreements →

AMERICAN ELECTRIC POWER CO INC filing history →

Source: SEC EDGAR

accession 0001193125-26-223988

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