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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported) April 23, 2024
AMERICAN ELECTRIC POWER COMPANY, INC.
(Exact Name of Registrant as Specified in Its Charter)
New York 1-3525 13-4922640
(State or Other Jurisdiction of (Commission File Number) (IRS Employer Identification
Incorporation)
 No.)
1 Riverside Plaza, Columbus, OH 43215
(Address of Principal Executive Offices) (Zip Code)
(Registrant's Telephone Number, Including Area Code) (614) 716-1000
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $6.50 par value AEP The NASDAQ Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
□







Item 5.07    Submission of Matters to a Vote of Security Holders
     
The Company held its annual meeting of shareholders (the “Annual Meeting”) via live webcast on April 23, 2024. At the Annual Meeting, the shareholders approved four proposals.  The proposals are described in detail in the Proxy Statement.
 
Proposal 1
 
The Company’s shareholders elected twelve individuals to the Board as set forth below:
Name Votes For Votes Against Abstentions Broker Non-Votes
Benjamin G.S. Fowke, III 389,624,655 4,044,414 1,676,866 62,847,186
Art A. Garcia 355,343,361 38,292,656 1,709,918 62,847,186
Hunter C. Gary 379,530,629 14,082,501 1,732,805 62,847,186
Linda A. Goodspeed 384,705,373 9,012,502 1,628,032 62,847,186
Donna A. James 391,538,708 2,169,853 1,637,374 62,847,186
Sandra Beach Lin 373,501,117 19,888,158 1,956,660 62,847,186
Henry P. Linginfelter 390,094,918 3,501,913 1,749,062 62,847,186
Margaret M. McCarthy 387,857,213 5,781,983 1,706,739 62,847,186
Daryl Roberts 389,720,329 3,918,062 1,707,544 62,847,186
Daniel G. Stoddard 392,158,030 1,483,561 1,704,302 62,847,186
Sara Martinez Tucker 375,730,473 17,954,802 1,660,660 62,847,186
Lewis Von Thaer 388,818,081 4,769,756 1,758,098 62,847,186


Proposal 2

The Company’s shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the 2024 fiscal year as set forth below:
Votes For Votes Against Abstentions
454,744,822 1,852,229 1,595,910

Proposal 3

The Company’s shareholders approved the advisory vote on executive compensation as set forth below:
Votes For Votes Against Abstentions Broker Non-Votes
375,985,050 16,599,247 2,761,376 62,847,186

Proposal 4

The Company’s shareholders approved the American Electric Power System 2024 Long-Term Incentive Plan as set forth below:
Votes For Votes Against Abstentions Broker Non-Votes
374,695,629 16,935,641 3,714,277 62,847,186







Item 9.01.    Financial Statements and Exhibits

(d)    Exhibits
104 Cover Page Interactive Data File - The cover page iXBRL tags are embedded within the inline XBRL document.



SIGNATURE

    Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


AMERICAN ELECTRIC POWER COMPANY, INC.
By: /s/ David C. House
Name: David C. House
Title: Assistant Secretary

April 25, 2024