AEP 10-K Annual Report Dec. 31, 2017 | Alphaminr
AMERICAN ELECTRIC POWER CO INC
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AEP 10-K Fiscal year ended Dec. 31, 2017

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AMERICAN ELECTRIC POWER CO INC
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosurePart IIItem 5. Market For Registrants Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits and Financial Statement Schedules

Exhibits

3(a) Composite of the Restated Certificate of Incorporation of AEP, dated April 23, 2015. Form 10-Q, Ex 3, June 30, 2015 3(b) Composite By-Laws of AEP, as amended as of October 20, 2015. Form 8-K, Ex 3(b) dated October 21, 2015 4(a)1 Company Order and Officers Certificate to The Bank of New York Mellon Trust Company, N.A. dated November 13, 2017 of 2.15% Senior Notes Series G due 2020 and 3.20% Senior Notes, Series H due 2027. Form 8-K, Ex 4(a) dated November 13, 2017 4(b) $3,000,000,000 Fourth Amended and Restated Credit Agreement dated June 30, 2016 among AEP,the banks, financial institutions and other institutional lenders listed on the signature pages thereof and Wells Fargo Bank, N.A., as Administrative Agent. Form 10-Q, Ex 4(c), June 30, 2016 10(b) Consent Decree with U.S. District Court dated October 9, 2007, as modified. Form 8-K, Ex 10.1 dated October 9, 2007Form 10-Q, Ex 10, June 30, 2013 10(c) Purchase and Sale Agreement by and among AEP Generation Resources Inc., AEP Generating Company and Burgundy Power LLC dated as of September 13, 2016. Form 10-Q, Ex 10(b), September 30, 2016 10(e) AEP Retainer Deferral Plan for Non-Employee Directors, as Amended and Restated effective July 26, 2016. 2016 Form 10-K, Ex 10(h) 10(f) AEP Stock Unit Accumulation Plan for Non-Employee Directors as amended July 26, 2016. 2016 Form 10-K, Ex 10(i) 10(g) AEP System Excess Benefit Plan, Amended and Restated as of January 1, 2008. 2008 Form 10-K, Ex 10(l)(1)(A) 10(h) AEP System Supplemental Retirement Savings Plan, Amended and Restated as of January 1, 2011 (Non-Qualified). 2010 Form 10-K, Ex 10 10(h)(1)(A) Amendment to AEP System Supplemental Retirement Savings Plan, as Amended and Restated as of January 1, 2011 (Non-Qualified). 2014 Form 10-K, Ex 10(l)(1)(A) 10(i)(1)(A) First Amendment to AEPSC Umbrella Trust for Executives. 2008 Form 10-K, Ex10(l)(3)(A) *10(j) AEP System Senior Officer Annual Incentive Compensation Plan amended and restated as of February 20, 2017. 10(k) AEP System Incentive Compensation Deferral Plan Amended and Restated as of January 1, 2008. 2008 Form 10-K, Ex 10(p) 10(k)(1)(A) First Amendment to AEP System Incentive Compensation Deferral Plan, as Amended and Restated effective January 1, 2008. 2011 Form 10-K, Ex 10(p)(1)(A) 10(k)(2)(A) Second Amendment to AEP System Incentive Compensation Deferral Plan, as Amended and Restated effective January 1, 2008. 2014 Form 10-K, Ex 10(q)(2)(A) 10(l) AEP Change In Control Agreement, as Revised Effective January 1, 2017. Form 10-Q, Ex 10(c) , September 30, 2016 10(m) Amended and Restated AEP System Long-Term Incentive Plan as of September 21, 2016. Form 10-Q, Ex 10(a) , September 30, 2016 10(m)(1)(A) Performance Share Award Agreement furnished to participants of the AEP System Long-Term Incentive Plan, as amended. Form 10-Q, Ex 10(a), March 30, 2017 10(m)(2)(A) Restricted Stock Unit Agreement furnished to participants of the AEP System Long-Term Incentive Plan as Amended and Restated. Form 10-Q, Ex 10(b), March 30, 2017 10(n) AEP System Stock Ownership Requirement Plan Amended and Restated effective June 20, 2017. Form 10-Q, Ex 10, June 30, 2017 10(o) Central and South West System Special Executive Retirement Plan Amended and Restated effective January 1, 2009. 2008 Form 10-K, Ex 10(v) 10(p) AEP Executive Severance Plan Amended and Restated effective October 24, 2016. Form 10-Q, Ex 10(d) , September 30, 2016 10(q) Letter Agreement dated November 20, 2012 between AEPSC and Lana Hillebrand. 2013 Form 10-K, Ex 10(x) *12 Statement re: Computation of Ratios. *13 Copy of those portions of the AEP 2017 Annual Report (for the fiscal year ended December 31, 2017) which are incorporated by reference in this filing. *21 List of subsidiaries of AEP. *23 (1) Consent of PricewaterhouseCoopers LLP. *23 (2) Consent of Deloitte & Touche LLP. *24 Power of Attorney. *31(a) Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *31(b) Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *32(a) Certification of Chief Executive Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. *32(b) Certification of Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. 3(a) Composite of the Restated Certificate of Incorporation, as amended. Registration No. 333-221643, Ex 3(a) 3(b) Bylaws. Registration No. 333-221643, Ex 3(b) 4(a)(1) Indenture, dated as of September 1, 2017, between AEP Texas Inc. and The Bank of New York Mellon Trust Company, N.A., as Trustee. Registration No. 333-221643, Ex 4(a)-1 4(a)(2) First Supplemental Indenture dated as of September 22, 2017, between AEP Texas Inc. and The Bank of New York Mellon Trust Company, N.A., as Trustee. Registration No. 333-221643, Ex 4(a)-2 *4(a)(3) Company Order and Officers Certificate to The Bank of New York Mellon Trust Company, N.A. dated January 11, 2018 of 2.40% Senior Notes, Series C due 2022 and 3.80% Senior Notes, Series D due 2047. *12 Statement re: Computation of Ratios. *13 Copy of those portions of the AEP Texas 2017 Annual Report (for the fiscal year ended December 31, 2017) which are incorporated by reference in this filing. *24 Power of Attorney. *31(a) Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *31(b) Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *32(a) Certification of Chief Executive Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. *32(b) Certification of Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. 3(a) Limited Liability Company Agreement of AEP Transmission Company, LLC dated as of January 27, 2006. Registration Statement No. 333-217143, Ex 3(a) 3(b) First Amendment to Limited Liability Company Agreement dated as of May 21, 2013. Registration Statement No. 333-217143, Ex 3(b) 4(a)(1) Indenture, dated as of November 1, 2016, between AEP Transmission Company, LLC and The Bank of New York Mellon Trust Company, N.A., as Trustee. Registration Statement No. 333-217143, Ex 4(a)-1 4(a)(2) First Supplemental Indenture dated as of November 21, 2016, between AEP Transmission Company, LLC and The Bank of New York Mellon Trust Company, N.A., as Trustee. Registration Statement No. 333-217143, Ex 4(a)-2 4(a)(3) Second Supplemental Indenture dated as of September 28, 2017. Form 8-K, Ex 4(b) dated September 28, 2017 *4(a)(4) Company Order and Officers Certificate to The Bank of New York Mellon Trust Company, N.A. dated May 24, 2017 of 3.10% Senior Notes, Series F due 2026 and 4.00% Senior Notes, Series G due 2046. *4(a)(5) Company Order and Officers Certificate to The Bank of New York Mellon Trust Company, N.A. dated September 28, 2017 of 3.10% Senior Notes, Series D due 2026. *4(a)(6) Company Order and Officers Certificate to The Bank of New York Mellon Trust Company, N.A. dated September 28, 2017 of 3.75% Senior Notes, Series H due 2047. *4(b) Registration Rights Agreement, dated September 28, 2017. 4(c)(1) Note Purchase Agreement, dated as of October 18, 2012 between AEP Transmission Company, LLC and the Initial Purchasers. Registration Statement No. 333-217143, Ex 4(c)-1 4(c)(2) Supplement to Note Purchase Agreement, dated as of November 7, 2013 between AEP Transmission Company, LLC and the Initial Purchasers. Registration Statement No. 333-217143, Ex 4(c)-2 4(c)(3) Supplement to Note Purchase Agreement, dated as of November 14, 2014 between AEP Transmission Company, LLC and the Initial Purchasers. Registration Statement No. 333-217143, Ex 4(c)-3 *12 Statement re: Computation of Ratios. *13 Copy of those portions of the AEPTCo 2017 Annual Report (for the fiscal year ended December 31, 2017) which are incorporated by reference in this filing. *24 Power of Attorney. *31(a) Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *31(b) Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *32(a) Certification of Chief Executive Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. *32(b) Certification of Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. 3(b) Composite By-Laws of APCo, amended as of February 26, 2008. 2007 Form 10-K, Ex 3(b) 4(a)(1) Company Order and Officers Certificate to The Bank of New York Mellon Trust Company, N.A. dated May 11, 2017 of 3.30% Senior Notes Series X due 2027. Form 8-K, Ex 4(a) dated May 11, 2017 10(a) Inter-Company Power Agreement, dated as of July 10, 1953, among OVEC and the Sponsoring Companies, as amended September 10, 2010. 2013 Form 10-K, Ex 10(a) 10(d) Consent Decree with U.S. District Court, as modified. Form 8-K, Ex 10.1 dated October 9, 2007Form 10-Q, Ex 10, June 30, 2013 *12 Statement re: Computation of Ratios. *13 Copy of those portions of the APCo 2017 Annual Report (for the fiscal year ended December 31, 2017) which are incorporated by reference in this filing. *23 (1) Consent of PricewaterhouseCoopers LLP. *23 (2) Consent of Deloitte & Touche LLP. *24 Power of Attorney. *31(a) Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *31(b) Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *32(a) Certification of Chief Executive Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. *32(b) Certification of Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. 3(b) Composite By-Laws of I&M, amended as of February 26, 2008. 2007 Form 10-K, Ex 3(b) 4 (b) Company Order and Officers Certificate to The Bank of New York Mellon Trust Company, N.A. dated March 3, 2016 of 4.55% Series K due 2046. Form 8-K, Ex 4(a) dated March 3, 2016 4(c) Company Order and Officers Certificate to The Bank of New York Mellon Trust Company, N.A. dated June 29, 2017 of 3.75% Series L due 2047. Form 8-K, Ex 4(a) dated June 29, 2017 10(a) Inter-Company Power Agreement, dated as of July 10, 1953, among OVEC and the Sponsoring Companies, as amended September 10, 2010. 2013 Form 10-K, Ex 10(a) 10(c) Consent Decree with U.S. District Court, as modified. Form 8-K, Ex 10.1 dated October 9, 2007Form 10-Q, Ex 10, June 30, 2013 *12 Statement re: Computation of Ratios. *13 Copy of those portions of the I&M 2017 Annual Report (for the fiscal year ended December 31, 2017) which are incorporated by reference in this filing. *23 (1) Consent of PricewaterhouseCoopers LLP. *23 (2) Consent of Deloitte & Touche LLP. *24 Power of Attorney. *31(a) Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *31(b) Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *32(a) Certification of Chief Executive Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. *32(b) Certification of Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. 3(b) Amended Code of Regulations of OPCo. Form 10-Q, Ex 3(b), June 30, 2008 4(c) Indenture (for unsecured debt securities), dated as of February 1, 2003, between OPCo and Bank One, N.A., as Trustee. Registration Statement No. 333-127913, Ex 4(d)(e)(f) 4(e) Indenture (for unsecured debt securities), dated as of February 1, 2003, between CSPCo (predecessor in interest to OPCo) and Bank One, N.A., as Trustee. Registration Statement No. 333-128174, Ex 4(e)(f)(g)Registration Statement No. 333-150603, Ex 4(b) 4(f) First Supplemental Indenture, dated as of December 31, 2011, by and between OPCo and Deutsche Bank Trust Company Americas, as trustee, supplementing the Indenture dated as of September 1, 1997 between CSPCo (predecessor in interest to OPCo) and the trustee. Form 8-K, Ex 4.1 dated January 6, 2012 4(g) Third Supplemental Indenture, dated as of December 31, 2011, by and between OPCo and The Bank of New York Mellon Trust Company, N.A., as trustee, supplementing the Indenture dated as of February 14, 2003 between CSPCo (predecessor in interest to OPCo) and the trustee. Form 8-K, Ex 4.2 dated January 6, 2012 4(h) CSPCo (predecessor in interest to OPCo) Company Order and Officers Certificate to Deutsche Bank Trust Company Americas, dated May 16, 2008, establishing terms of 6.05% Senior Notes, Series G, due 2018. Form 8-K, Ex 4(a), dated May 16, 2008 10(a) Inter-Company Power Agreement, dated July 10, 1953, among OVEC and the Sponsoring Companies, as amended September 10, 2010. 2013 Form 10-K, Ex 10(a) 10(b) Consent Decree with U.S. District Court, as modified. Form 8-K, Item Ex 10.1 dated October 9, 2007Form 10-Q, Ex 10, June 30, 2013 *12 Statement re: Computation of Ratios. *13 Copy of those portions of the OPCo 2017 Annual Report (for the fiscal year ended December 31, 2017) which are incorporated by reference in this filing. *23 (1) Consent of PricewaterhouseCoopers LLP. *23 (2) Consent of Deloitte & Touche LLP. *24 Power of Attorney. *31(a) Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *31(b) Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *32(a) Certification of Chief Executive Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. *32(b) Certification of Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. 3(a) Certificate of Amendment to Restated Certificate of Incorporation of PSO. Form 10-Q, Ex 3(a), June 30, 2008 3(b) Composite By-Laws of PSO amended as of February 26, 2008. 2007 Form 10-K, Ex 3 (b) 4(b) Eighth Supplemental Indenture, dated as of November 13, 2009 between PSO and The Bank of New York Mellon, as Trustee, establishing terms of the 5.15% Senior Notes, Series H, due 2019. Form 8-K, Ex 4(a), dated November 13, 2009 4(c) Ninth Supplemental Indenture, dated as of January 19, 2011 between PSO and The Bank of New York Mellon Trust Company, N.A., as Trustee, establishing terms of 4.40% Senior Notes, Series I, due 2021. Form 8-K, Ex 4(a) dated January 20, 2011 *12 Statement re: Computation of Ratios. *13 Copy of those portions of the PSO 2017 Annual Report (for the fiscal year ended December 31, 2017) which are incorporated by reference in this filing. *24 Power of Attorney. *31(a) Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *31(b) Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *32(a) Certification of Chief Executive Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. *32(b) Certification of Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. 3(a) Composite of Amended Restated Certificate of Incorporation of SWEPCo. 2008 Form 10-K, Ex 3(a) 3(b) Composite By-Laws of SWEPCo amended as of February 26, 2008. 2007 Form 10-K, Ex 3(b) 4(b) Eleventh Supplemental Indenture, dated as of September 26, 2016 between SWEPCo and The Bank of New York Mellon Trust Company, N.A., as Trustee, establishing terms of the 2.75% Senior Notes, Series K, due 2026. Form 8-K, Ex 4(a) dated September 29, 2016 4(c) Twelfth Supplemental Indenture, dated as of January 18, 2018 between SWEPCo and The Bank of New York Mellon Trust Company, N.A., as Trustee, establishing terms of the 3.85% Senior Notes, Series L, due 2048. Form 8-K, Ex 4(a) dated January 22, 2018 *12 Statement re: Computation of Ratios. *13 Copy of those portions of the SWEPCo 2017 Annual Report (for the fiscal year ended December 31, 2017) which are incorporated by reference in this filing. *23 (1) Consent of PricewaterhouseCoopers LLP. *23 (2) Consent of Deloitte & Touche LLP. *24 Power of Attorney. *31(a) Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *31(b) Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *32(a) Certification of Chief Executive Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. *32(b) Certification of Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code. *95 Mine Safety Disclosure.