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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): June 18, 2025

dtecolorlogo.jpg

Commission File Number: 1-11607
DTE Energy Company
Michigan 38-3217752
(State or other jurisdiction of incorporation or organization) (I.R.S Employer Identification No.)

Registrants address of principal executive offices: One Energy Plaza, Detroit, Michigan 48226-1221
Registrants telephone number, including area code: (313) 235-4000


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:

☐ 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 Exchange on which Registered
Common stock, without par value
DTE
New York Stock Exchange
2017 Series E 5.25% Junior Subordinated Debentures due 2077
DTW
New York Stock Exchange
2020 Series G 4.375% Junior Subordinated Debentures due 2080 DTB
New York Stock Exchange
2021 Series E 4.375% Junior Subordinated Debentures due 2081 DTG
New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under Exchange Act (17 CFR 240.12b-2).
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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Appointment of President and Chief Executive Officer

On June 19, 2025, the Board of Directors of DTE Energy Company (the “Company” or “DTE Energy”) elected Joi M. Harris, DTE Energy’s President and Chief Operating Officer, as President and Chief Executive Officer, effective September 8, 2025. Ms. Harris was also elected to the Company’s Board of Directors effective September 8, 2025. Gerardo Norcia, DTE Energy Chairman and Chief Executive Officer, was named DTE Energy Executive Chairman effective September 8, 2025 and will remain a full-time employee and director of the Company. Ms. Harris, 55, has served as President and Chief Operating Officer since 2023. Ms. Harris has also served in various positions at the Company since 1991, including service as President and Chief Operating Officer of DTE Gas Company and Senior Vice President of DTE Energy. There is no arrangement or understanding between Ms. Harris and any other person pursuant to which she was selected as an officer and director.

Effective September 8, 2025, Ms. Harris will receive an increase in annual base salary to $1,200,000. In addition, her Annual Incentive Plan target percentage will increase to 125% and her Long-Term Incentive Plan target percentage will increase to 500%. Ms. Harris will also receive a grant of restricted shares with a grant date fair value of $1,000,000 which are subject to cliff vesting in 3 years. More information about the Annual Incentive and Long-Term Incentive Plans may be found in the Company’s 2025 Proxy Statement.

Effective September 8, 2025, Mr. Norcia will receive a decrease in annual base salary to $900,000, and then to $750,000 effective January 1, 2027. In addition, his Annual Incentive Plan target percentage will decrease to 100% effective September 8, 2025 and his Long-Term Incentive Plan target percentage will decrease to 300% for 2026 and to 200% for 2027. Mr. Norcia’s 2026 and 2027 Long-Term Incentive Plan grants will be restricted shares with vesting dates of December 31, 2027 and one year from the date of grant, respectively.

Also on June 18, 2025, David Ruud, Executive Vice President and Chief Financial Officer was named Vice Chairman and Chief Financial Officer, effective September 8, 2025, at which time Mr. Ruud will receive an increase in base salary to $800,000. In addition, his Annual Incentive Plan target percentage will increase to 100% and his Long-Term Incentive Plan target percentage will increase to 300%, all effective September 8, 2025. Mr. Ruud will also receive a grant of restricted shares with a grant date fair value of $1,000,000 which are subject to cliff vesting in 3 years.

A copy of the Company's press release announcing the changes is attached hereto as Exhibit 99.1 and incorporated herein by reference.




Item 9.01. Financial Statements and Exhibits
(d) Exhibits
Press Release of DTE Energy Company dated June 23, 2025
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)



SIGNATURES


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


Date: June 23, 2025
DTE Energy Company
(Registrant)
/s/Lisa A. Muschong
Lisa A. Muschong
Vice President, Corporate Secretary and Chief of Staff



EX-99.1 2 ceotransitionpressreleas.htm EX-99.1 ceotransitionpressreleas
Page 1 of 2 DTE Energy Board of Directors elects Joi Harris as CEO; Jerry Norcia elected Executive Board Chairman Harris’s 34-year track record of proven leadership at DTE and strong working relationship with Norcia to ensure a smooth, successful transition DETROIT, June 23 — DTE Energy President and Chief Operating Officer Joi Harris will be named President and Chief Executive Officer of the company on Sept. 8, 2025, succeeding Jerry Norcia, Chairman and CEO, who will transition to serve as Executive Chairman of the Board. The DTE Energy Board of Directors unanimously elected Harris to the post of Chief Executive Officer and as a member of the Board of Directors. “This announcement culminates a multi-year succession plan and illustrates our confidence in Joi’s ability to lead DTE with focus, clarity and vision,” said Mark Murray, Lead Independent Director of the DTE Board. "We thank Jerry for putting so much of his heart and soul into leading the company to new levels of performance for all of our stakeholders, and we look forward to supporting Joi as she builds on that progress." Norcia echoed his support of the Board’s decision. “Joi Harris is a respected, strategic thinker known for driving results with focus and precision. Over her 34 years at DTE, she has delivered a proven track record of operational excellence. She brings clear-eyed judgment, purpose-driven leadership and an unwavering commitment to what matters most to our customers, employees, investors and communities,” said Norcia. In her tenure at DTE, which began as a high school engineering co-op and continued in 1991 as a full-time employee, Harris has delivered measurable results for our customers, modernized critical infrastructure and inspired high-performing teams to rise to the challenges of an evolving energy landscape. In her most recent role as DTE Energy President and Chief Operating Officer, Harris led DTE’s electric and gas utilities along with Customer Service, Information Technology, Safety and other essential organizations. She was a key architect of the company’s increased investment in its electric grid, which resulted in a year- over-year 70% improvement in electric reliability in 2024. Through the years, Harris served in various roles across the company – in distribution field operations, system control and transmission operations. She went on to lead the construction of the company’s renewable energy projects and the Blue Water Energy combined cycle gas plant, positioning the company for long- term, sustainable energy production. She also served as the DTE Gas President and Chief Operating Officer. Exhibit 99.1


 
Page 2 of 2 “I am honored to take on this role at such a pivotal moment for our company and industry. We are in a time of transformation, and I’m committed to executing our strategy with urgency – modernizing infrastructure, delivering for our customers, and building the energy systems that will power future generations,” said Harris. “I’m grateful for Jerry’s mentorship and proud to build on the foundation he helped to create.” Norcia joined DTE in 2002 and held leadership roles throughout the company before being promoted to President and COO in 2017, CEO in 2019 and Board Chairman in 2022. In his 22 years with DTE, Norcia shaped a culture grounded in performance, integrity and impact. His work to expand support for low-income customers through programs like the Low-Income Self-Sufficiency Program has set a national standard, transforming the model for enabling customers to receive energy assistance, serving as the foundation for the Michigan Energy Assistance Program (MEAP), which was passed by Michigan’s legislature and signed into law by Governor Whitmer earlier this year. MEAP’s expanded eligibility and access will double the number of Michiganders who can receive energy assistance over the next five years. As Executive Chairman, Norcia will serve as an advisor to Harris. He will also continue his leadership in Michigan communities by serving on the boards of Henry Ford Health, Business Leaders for Michigan and the Detroit Regional Partnership. About DTE Energy DTE Energy (NYSE:DTE) is a Detroit-based diversified energy company involved in the development and management of energy-related businesses and services nationwide. Its operating units include an electric company serving 2.3 million customers in Southeast Michigan and a natural gas company serving 1.3 million customers across Michigan. The DTE portfolio also includes energy businesses focused on custom energy solutions, renewable energy generation, and energy marketing and trading. DTE has continued to accelerate its carbon reduction goals to meet aggressive targets and is committed to serving with its energy through volunteerism, education and employment initiatives, philanthropy, emission reductions and economic progress. Information about DTE is available at dteenergy.com, empoweringmichigan.com, x.com/dte_energy and facebook.com/dteenergy. For further information, members of the media may contact: Paula Silver, DTE Energy, 313.235.5555