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PUBLIC SERVICE CO OF NEW MEXICO0001108426false00011084262025-08-012025-08-010001108426pnm:PublicServiceCompanyOfNewMexicoMember2025-08-012025-08-010001108426pnm:TexasNewMexicoPowerCompanyMember2025-08-012025-08-01

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) August 1, 2025
(August 1, 2025)
Name of Registrant, State of Incorporation, Address Of Principal Executive Offices, Telephone Number, Commission File No., IRS Employer Identification No.
TXNM Energy, Inc.
(A New Mexico Corporation)
414 Silver Ave. SW
Albuquerque, New Mexico 87102-3289
Telephone Number - (505) 241-2700
Commission File No. - 001-32462
IRS Employer Identification No. - 85-0468296

Public Service Company of New Mexico
(A New Mexico Corporation)
414 Silver Ave. SW
Albuquerque, New Mexico 87102-3289
Telephone Number - (505) 241-2700
Commission File No. - 001-06986
IRS Employer Identification No. - 85-0019030

Texas-New Mexico Power Company
(A Texas Corporation)
577 N. Garden Ridge Blvd.
Lewisville, Texas 75067
Telephone Number - (972) 420-4189
Commission File No. - 002-97230
IRS Employer Identification No. - 75-0204070
____________________________________________________________________________________________________________
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 40.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 40.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Registrant
Title of each class
Trading Symbol(s)
Name of exchange on which registered
TXNM Energy, Inc
Common Stock, no par value
TXNM
New York Stock Exchange

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 2.02        Results of Operations and Financial Condition.

On August 1, 2025, TXNM Energy, Inc., Public Service Company of New Mexico, and Texas-New Mexico Power Company (collectively, the “Company”) issued a press release announcing results of operations for the three and six months ended June 30, 2025. The press release is furnished herewith as Exhibit 99.1 and incorporated by reference herein.

The Company's press release and other communications from time to time may include certain financial measures that are not determined in accordance with generally accepted accounting principles in the United States of America ("GAAP"). A “non-GAAP financial measure” is defined as a numerical measure of a company's financial performance, financial position or cash flows that excludes (or includes) amounts that are included in (or excluded from) the most directly comparable measure calculated and presented in accordance with GAAP in the company's financial statements.

Non-GAAP financial measures utilized by the Company include presentations, on an ongoing basis, of revenues, operating expenses, operating income, other income and deductions, earnings, and earnings per share. The Company uses ongoing earnings and ongoing earnings per diluted share (or ongoing diluted earnings per share) to evaluate the operations of the Company and to establish goals, including those used for certain aspects of incentive compensation, for management and employees. Certain non-GAAP financial measures utilized by the Company exclude the impact of net unrealized mark-to-market gains and losses on economic hedges, the net change in unrealized gains and losses on investment securities, pension expense related to previously disposed of gas distribution business, and certain non-recurring, infrequent, and other items. The Company's management believes that these non-GAAP financial measures provide useful information to investors by removing the effect of variances in GAAP reported results of operations that are not indicative of fundamental changes in the earnings capacity of the Company's operations. Management also believes that the presentation of the non-GAAP financial measures is largely consistent with its past practice, as well as industry practice in general, and will enable investors and analysts to compare current non-GAAP measures with non-GAAP measures with respect to prior periods.

The non-GAAP financial measures used by the Company should not be considered in isolation from or as a substitute for measures of performance prepared in accordance with GAAP.

The Company uses ongoing earnings guidance to provide investors with management's expectations of ongoing financial performance over the period presented. While the Company believes ongoing earnings guidance is an appropriate measure, it is not a measure presented in accordance with GAAP. The Company does not intend for ongoing earnings guidance to represent an expectation of net earnings as defined by GAAP. Since the future differences between GAAP and ongoing earnings are frequently outside the control of the Company, management is generally not able to estimate the impact of the reconciling items between forecasted GAAP earnings and ongoing earnings guidance, nor their probable impact on GAAP earnings without unreasonable effort; therefore, management is generally not able to provide a corresponding GAAP equivalent for forecasted ongoing earnings guidance. Reconciling items may include revenues and expenses resulting from transactions that do not occur in the normal course of the Company's business operations, as well as net unrealized mark-to-market gains and losses on economic hedges, the net change in unrealized gains and losses on investment securities, and pension expense related to previously disposed of gas distribution business as discussed above.

Limitation on Incorporation by Reference

In accordance with general instruction B.2 of Form 8-K, the information in this report, including exhibits, is furnished pursuant to Item 2.02 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section and not deemed incorporated by reference in any filing under the Securities Act of 1933.





Item 9.01            Financial Statements and Exhibits.

(d) Exhibits:

Exhibit Number     Description

99.1            Press Release dated August 1, 2025.
104     Cover Page Interactive Data File (embedded within the Inline XBRL document).




SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized.


TXNM ENERGY, INC.
PUBLIC SERVICE COMPANY OF NEW MEXICO
TEXAS-NEW MEXICO POWER COMPANY
(Registrants)
Date: August 1, 2025 /s/ Gerald R. Bischoff
Gerald R. Bischoff
Vice President and Corporate Controller
(Officer duly authorized to sign this report)



EX-99.1 2 ex99108012025earningsrelea.htm EX-99.1 Document

Exhibit 99.1

txnmlogoa.jpg
ALBUQUERQUE, N.M.
August 1, 2025


TXNM Energy Reports Second Quarter 2025 Results

•2025 second quarter GAAP earnings of $0.22 per diluted share
•2025 second quarter ongoing earnings of $0.25 per diluted share
•Proposed transaction with Blackstone Infrastructure expected to close in the second half of 2026

TXNM Energy (In millions, except EPS)
Q2 2025 Q2 2024 YTD 2025 YTD 2024
GAAP net earnings attributable to TXNM Energy $21.6 $48.0 $30.5 $95.2
GAAP diluted EPS $0.22 $0.53 $0.32 $1.05
Ongoing net earnings $24.5 $54.3 $42.6 $91.3
Ongoing diluted EPS $0.25 $0.60 $0.45 $1.01

TXNM Energy (NYSE: TXNM) today released its 2025 second quarter results. Earnings results in the second quarter reflect the issuance of $600 million of equity, including $400 million issued to affiliates of Blackstone Infrastructure Partners L.P. ("Blackstone Infrastructure"), and debt refinancing resulting from the proposed transaction with Blackstone Infrastructure. As previously announced, TXNM Energy is not affirming previously issued earnings guidance for 2025 and does not plan to issue revised earnings guidance during the pending transaction.

"During the second quarter, we achieved constructive regulatory outcomes with significant benefits for our customers, including an unopposed rate stipulation at PNM," said Don Tarry, President and CEO of TXNM Energy. "We are excited about the potential opportunities through our partnership with Blackstone Infrastructure, and we look forward to working through the regulatory processes in New Mexico and Texas to bring those benefits to our customers and communities."

TRANSACTION UPDATE
On May 19, 2025, TXNM announced an agreement under which affiliates of Blackstone Infrastructure will acquire the outstanding common stock of TXNM Energy for $61.25 per share in cash upon closing, reflecting a total enterprise value of $11.5 billion, including net debt (excluding securitization debt) and preferred stock.

The transaction is subject to shareholder approval, along with federal and state-level approvals, and is expected to close in the second half of 2026.




REGULATORY UPDATE
TNMP’s first Distribution Cost Recovery Factor (“DCRF”) filing for 2025 was approved and implemented in the second quarter, providing recovery for $176 million of rate base. TNMP’s second Transmission Cost of Service and second DCRF filings for the year were filed in July 2025, seeking recovery for an additional $115 million of combined rate base.

At PNM, the first phase of PNM’s previously approved $105 million rate increase was implemented July 1, 2025, with the second phase to be implemented April 1, 2026. Additionally, PNM’s unopposed stipulation in its 2028 Resource Application was approved, adding 450 megawatts of new solar and battery storage capacity in 2028.


SEGMENT REPORTING OF 2025 SECOND QUARTER EARNINGS

•PNM – a vertically integrated electric utility in New Mexico with distribution, transmission and generation assets.

•TNMP – an electric transmission and distribution utility in Texas.

•Corporate and Other – reflects the TXNM Energy holding company and other subsidiaries.
                    
EPS Results by Segment
GAAP Diluted EPS Ongoing Diluted EPS
Q2 2025
Q2 2024
Q2 2025
Q2 2024
PNM $0.25 $0.34 $0.12 $0.41
TNMP $0.22 $0.33 $0.27 $0.33
Corporate and Other ($0.25) ($0.14) ($0.14) ($0.14)
Consolidated TXNM Energy $0.22 $0.53 $0.25 $0.60

Net changes to GAAP and ongoing earnings in the second quarter of 2025 compared to the second quarter of 2024 include:

•PNM: Higher retail load and the timing of plant outages was more than offset by lower weather-related usage, increased insurance premiums, the timing of excess deferred income taxes, higher depreciation, property tax and interest expense associated with new capital investments and increased demand charges from energy storage agreements added in late 2024.

•TNMP: Rate recovery through the Distribution Cost Recovery Factor (DCRF) rate mechanism and higher retail load were partially offset by lower weather-related usage and depreciation and interest expense associated with new capital investments.

GAAP and ongoing earnings per share were reduced in the second quarter of 2025 by additional shares issued in December 2024 and the second quarter of 2025.

In addition, GAAP earnings in the second quarter of 2025 included $16.6 million of net unrealized gains on investment securities compared to $5.6 million of net unrealized losses in the second quarter of 2024. GAAP earnings in the second quarter of 2025 included $19.5 million of costs related to the planned acquisition, including interest expense impacts at TNMP related to the prepayment of bonds and the backstop credit facility.




Background:
TXNM Energy (NYSE: TXNM), an energy holding company based in Albuquerque, New Mexico, delivers energy to more than 800,000 homes and businesses across Texas and New Mexico through its regulated utilities, TNMP and PNM. For more information, visit the company's website at www.TXNMEnergy.com.


CONTACTS:
Analysts                        Media
Lisa Goodman                        Corporate Communications
(505) 241-2160                    (505) 241-2743


Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
Statements made in this press release that relate to future events or expectations, projections, estimates, intentions, goals, targets, and strategies are made pursuant to the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally include statements regarding the potential transaction between TXNM Energy and Blackstone Infrastructure, including any statements regarding the expected timetable for completing the potential transaction, the ability to complete the potential transaction, the expected benefits of the potential transaction, projected financial information, future opportunities, and any other statements regarding TXNM Energy’s and Blackstone Infrastructure’s future expectations, beliefs, plans, objectives, results of operations, financial condition and cash flows, or future events or performance. Readers are cautioned that all forward-looking statements are based upon current expectations and estimates. Neither Blackstone Infrastructure nor TXNM Energy assumes any obligation to update this information. Because actual results may differ materially from those expressed or implied by these forward-looking statements, TXNM Energy caution readers not to place undue reliance on these statements. TXNM Energy’s business, financial condition, cash flow, and operating results are influenced by many factors, which are often beyond its control, that can cause actual results to differ from those expressed or implied by the forward-looking statements. For a discussion of risk factors and other important factors affecting forward-looking statements, please see TXNM Energy’s Form 10-K and Form 10-Q filings and the information filed on TXNM Energy’s Forms 8-K with the Securities and Exchange Commission (the “SEC”), which factors are specifically incorporated by reference herein and the risks and uncertainties related to the proposed transaction with Blackstone Infrastructure, including, but not limited to: the expected timing and likelihood of completion of the pending transaction, including the timing, receipt and terms and conditions of any required governmental and regulatory approvals of the pending transaction that could reduce anticipated benefits or cause the parties to abandon the transaction, the occurrence of any event, change or other circumstances that could give rise to the termination of the transaction agreement, including in circumstances requiring the Company to pay a termination fee, the possibility that TXNM Energy’s shareholders may not approve the transaction agreement, the risk that the parties may not be able to satisfy the conditions to the proposed transaction in a timely manner or at all, the outcome of legal proceedings that may be instituted against TXNM Energy, its directors and others related to the proposed transaction, risks related to disruption of management time from ongoing business operations due to the proposed transaction, the risk that the proposed transaction and its announcement could have an adverse effect on the ability of TXNM Energy to retain and hire key personnel and maintain relationships with its customers and suppliers, and on its operating results and businesses generally, the amount of costs, fees, charges or expenses resulting from the proposed transaction, and the risk that the price of TXNM Energy’s common stock may fluctuate during the pendency of the proposed transaction and may decline significantly if the proposed transaction is not completed. Other unpredictable or unknown factors not discussed in this communication could also have material adverse effects on forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.

Non-GAAP Financial Measures
GAAP refers to generally accepted accounting principles in the U.S. Ongoing earnings is a non-GAAP financial measure that excludes the impact of net unrealized mark-to-market gains and losses on economic hedges, the net change in unrealized gains and losses on investment securities, pension expense related to previously disposed of gas distribution business, and certain non-recurring, infrequent, and other items that are not indicative of fundamental changes in the earnings capacity of the Company's operations. The Company uses ongoing earnings and ongoing earnings per diluted share to evaluate the operations of the Company and to establish goals, including those used for certain aspects of incentive compensation, for management and employees. While the Company believes these financial measures are appropriate and useful for investors, they are not measures presented in accordance with GAAP. The Company does not intend for these measures, or any piece of these measures, to represent any financial measure as defined by GAAP. Furthermore, the Company’s calculations of these measures as presented may or may not be comparable to similarly titled measures used by other companies. Reconciliations between GAAP and ongoing earnings are contained in schedules 1-4.




TXNM Energy, Inc. and Subsidiaries
Schedule 1
Reconciliation of GAAP to Ongoing Earnings
(Unaudited)
PNM TNMP Corporate and Other TXNM Consolidated
(in thousands)
Three Months Ended June 30, 2025
GAAP Net Earnings (Loss) Attributable to TXNM $ 24,362  $ 20,968  $ (23,754) $ 21,576 
Adjusting items before income tax effects:
Net change in unrealized (gains) losses on investment securities2a
(16,617) —  —  (16,617)
Rate Request settlement2b
1,500  —  —  1,500 
Pension expense related to previously disposed of gas distribution business2c
784  —  —  784 
Process improvement initiatives2d
227  —  155  382 
Merger related costs2e
17  6,771  12,751  19,539 
Total adjustments before income tax effects (14,089) 6,771  12,906  5,588 
Income tax impact of above adjustments1
3,578  (1,422) (3,278) (1,122)
 Timing of statutory and effective tax rates on non-recurring items4
(2,753) 84  1,129  (1,540)
Total income tax impacts3
825  (1,338) (2,149) (2,662)
Adjusting items, net of income taxes (13,264) 5,433  10,757  2,926 
Ongoing Earnings (Loss) $ 11,098  $ 26,401  $ (12,997) $ 24,502 
Six Months Ended June 30, 2025
GAAP Net Earnings (Loss) Attributable to TXNM $ 25,307  $ 43,251  $ (38,059) $ 30,499 
Adjusting items before income tax effects:
Net change in unrealized (gains) losses on investment securities2a
(8,383) —  —  (8,383)
Rate Request settlement2b
1,500  —  —  1,500 
Pension expense related to previously disposed of gas distribution business2c
1,568  —  —  1,568 
Process improvement initiatives2d
443  —  155  598 
Merger related costs2e
17  6,771  14,364  21,152 
Total adjustments before income tax effects (4,855) 6,771  14,519  16,435 
Income tax impact of above adjustments1
1,233  (1,422) (3,689) (3,878)
 Timing of statutory and effective tax rates on non-recurring items4
(1,668) 25  1,215  (428)
Total income tax impacts3
(435) (1,397) (2,474) (4,306)
Adjusting items, net of income taxes (5,290) 5,374  12,045  12,129 
Ongoing Earnings (Loss) $ 20,017  $ 48,625  $ (26,014) $ 42,628 
1 Tax effects calculated using a tax rate of 21.0% for TNMP and 25.4% for other segments
2 The pre-tax impacts (in thousands) of adjusting items are reflected on the GAAP Condensed Consolidated Statements of Earnings as follows:
a Changes in "Gains on investment securities" reflecting non-cash performance relative to market, not indicative of funding requirements
b Increases in "Administrative and general"
c Increases in "Other (deductions)"
d Increases in "Energy production costs" of less than $0.1 million and $0.2 million, in "Transmission and distribution costs" of less than $0.1 million and $0.1 million, and in "Administrative and general" of $0.1 million and $0.1 million for the three and six months ended June 30, 2025 at PNM and increase of $0.2 million in "Administrative and general" at Corporate and Other for the three and six months ended June 30, 2025
e Increases in "Administrative and general" of $0.1 million and in "Interest charges" of $6.7 million at TNMP for the three and six months ended June 20 2025; Increases in "Administrative and general" at Corporate and Other of $12.8 million and $14.4 million for the three and six months ended June 20, 2025. Amounts for the six months ended June 30, 2025 have been adjusted by $1.5 million for Merger related costs that were previously reported as process improvement initiatives at March 31, 2025
3 Increases (decreases) in "Income Taxes (Benefits)"
4 Income tax timing impacts resulting from differences between the statutory rates of 25.4% for PNM, 21.0% for TNMP and the average expected statutory tax rate of 22.7% for TXNM, and the GAAP anticipated effective tax rates of 9.4% for PNM, 20.5% for TNMP, and 13.4% for TXNM, which will reverse by year end



TXNM Energy, Inc. and Subsidiaries
Schedule 2
Reconciliation of GAAP to Ongoing Earnings
(Unaudited)
PNM TNMP Corporate and Other TXNM Consolidated
(in thousands)
Three Months Ended June 30, 2024
GAAP Net Earnings (Loss) Attributable to TXNM $ 30,787  $ 29,925  $ (12,663) $ 48,049 
Adjusting items before income tax effects:
Net change in unrealized (gains) losses on investment securities2a
5,573  —  —  5,573 
Regulatory disallowances2b
246  —  —  246 
Pension expense related to previously disposed of gas distribution business2c
433  —  —  433 
Merger related costs2d
131  (26) 800  905 
Total adjustments before income tax effects 6,383  (26) 800  7,157 
Income tax impact of above adjustments1
(1,621) (203) (1,819)
 Timing of statutory and effective tax rates on non-recurring items5
1,626  (83) (593) 950 
Total income tax impacts4
(78) (796) (869)
Adjusting items, net of income taxes 6,388  (104) 6,288 
Ongoing Earnings (Loss) $ 37,175  $ 29,821  $ (12,659) $ 54,337 
Six Months Ended June 30, 2024
GAAP Net Earnings (Loss) Attributable to TXNM $ 72,707  $ 44,508  $ (21,976) $ 95,239 
Adjusting items before income tax effects:
Net change in unrealized (gains) losses on investment securities2a
(6,658) —  —  (6,658)
Regulatory disallowances2b
4,705  —  —  4,705 
Pension expense related to previously disposed of gas distribution business2c
866  —  —  866 
Merger related costs2d
134  (22) 1,650  1,762 
Sale of NMRD3
—  —  15,097  15,097 
Total adjustments before income tax effects (953) (22) 16,747  15,772 
Income tax impact of above adjustments1
243  (4,254) (4,007)
Sale of NMRD3
—  —  (15,712) (15,712)
Total income tax impacts4
243  (19,966) (19,719)
Adjusting items, net of income taxes (710) (18) (3,219) (3,947)
Ongoing Earnings (Loss) $ 71,997  $ 44,490  $ (25,195) $ 91,292 
1Tax effects calculated using a tax rate of 21.0% for TNMP and 25.4% for other segments
2 The pre-tax impacts (in thousands) of adjusting items are reflected on the GAAP Condensed Consolidated Statement of Earnings as follows:
a Changes in "Gains on investment securities" reflecting non-cash performance relative to market, not indicative of funding requirements
b Decreases in "Electric Operating Revenue" of $0.2 million for the three and six months ended June 30, 2024 and an increase in "Regulatory disallowances" of zero and $4.5 million for the three and six months ended June 30, 2024
c Increases in "Other (deductions)"
d Increases (decreases) in "Administrative and general"
3 Net gain of $4.4 million on the sale of NMRD: Increase in "Other (deductions)" of $15.1 million, decrease in "Income Taxes (Benefits)" of $3.8 million for federal income tax and a decrease in "Income Taxes (Benefits)" of $15.7 million for investment tax credits
4 Increases (decreases) in "Income Taxes (Benefits)"
5 Income tax timing impacts resulting from differences between the statutory rates of 25.4% for PNM, 21.0% for TNMP and the average expected statutory tax rate of 23.4% for PNMR, and the GAAP anticipated effective tax rates of 14.3% for PNM, 20.7% for TNMP, and 15.3% for PNMR, which have reversed




TXNM Energy, Inc. and Subsidiaries
Schedule 3
Reconciliation of GAAP to Ongoing Earnings Per Diluted Share
(Unaudited)
PNM TNMP Corporate and Other TXNM Consolidated
(per diluted share)
Three Months Ended June 31, 2025
GAAP Net Earnings (Loss) Attributable to TXNM $ 0.25  $ 0.22  $ (0.25) $ 0.22 
Adjusting items, net of income tax effects:
Net change in unrealized (gains) losses on investment securities (0.13) —  —  (0.13)
Rate Request settlement 0.01  —  —  0.01 
Pension expense related to previously disposed of gas distribution business
0.01  —  —  0.01 
Merger related costs —  0.05  0.10  0.15 
 Timing of statutory and effective tax rates on non-recurring items (0.02) —  0.01  (0.01)
Total Adjustments (0.13) 0.05  0.11  0.03 
Ongoing Earnings (Loss) $ 0.12  $ 0.27  $ (0.14) $ 0.25 
Average Diluted Shares Outstanding: 96,196,269
Six Months Ended June 30, 2025
GAAP Net Earnings (Loss) Attributable to TXNM $ 0.27  $ 0.46  $ (0.41) $ 0.32 
Adjusting items, net of income tax effects:
Net change in unrealized (gains) losses on investment securities (0.07) —  —  (0.07)
Rate Request settlement 0.01  —  —  0.01 
Pension expense related to previously disposed of gas distribution business
0.01  —  —  0.01 
Process improvement initiatives
—  —  0.01  0.01 
Merger related costs —  0.05  0.12  0.17 
Timing of statutory and effective tax rates on non-recurring items (0.01) —  0.01  — 
Total Adjustments (0.06) 0.05  0.14  0.13 
Ongoing Earnings (Loss) $ 0.21  $ 0.51  $ (0.27) $ 0.45 
Average Diluted Shares Outstanding: 94,637,324





TXNM Energy, Inc. and Subsidiaries
Schedule 4
Reconciliation of GAAP to Ongoing Earnings Per Diluted Share
(Unaudited)
PNM TNMP Corporate and Other TXNM Consolidated
(per diluted share)
Three Months Ended June 30, 2024
GAAP Net Earnings (Loss) Attributable to TXNM $ 0.34  $ 0.33  $ (0.14) $ 0.53 
Adjusting items, net of income tax effects:
Net change in unrealized (gains) losses on investment securities 0.05  —  —  0.05 
Merger related costs —  —  0.01  0.01 
 Timing of statutory and effective tax rates on non-recurring items 0.02  —  (0.01) 0.01 
Total Adjustments 0.07  —  —  0.07 
Ongoing Earnings (Loss) $ 0.41  $ 0.33  $ (0.14) $ 0.60 
Average Diluted Shares Outstanding: 90,552,082
Six Months Ended June 30, 2024
GAAP Net Earnings (Loss) Attributable to TXNM $ 0.80  $ 0.49  $ (0.24) $ 1.05 
Adjusting items, net of income tax effects:
Net change in unrealized (gains) losses on investment securities (0.05) —  —  (0.05)
Sale of NMRD —  —  (0.05) (0.05)
Regulatory disallowances 0.04  —  —  0.04 
Pension expense related to previously disposed of gas distribution business 0.01  —  —  0.01 
Merger related costs —  —  0.01  0.01 
Total Adjustments —  —  (0.04) (0.04)
Ongoing Earnings (Loss) $ 0.80  $ 0.49  $ (0.28) $ 1.01 
Average Diluted Shares Outstanding: 90,532,986




TXNM Energy, Inc. and Subsidiaries
Schedule 5
Condensed Consolidated Statements of Earnings
(Unaudited)
Three Months Ended June 30, Six Months Ended June 30,
2025 2024 2025 2024
(In thousands, except per share amounts)
Electric Operating Revenues $ 502,420  $ 488,102  $ 985,212  $ 924,979 
Operating Expenses:
Cost of energy 167,622  154,706  336,804  287,010 
Administrative and general 75,991  59,581  136,760  115,008 
Energy production costs 26,081  24,584  50,627  46,796 
Regulatory disallowances —  —  —  4,459 
Depreciation and amortization 105,235  94,413  209,786  187,600 
Transmission and distribution costs 26,461  25,051  51,966  47,815 
Taxes other than income taxes 28,329  24,084  54,679  50,018 
Total operating expenses 429,719  382,419  840,622  738,706 
Operating income 72,701  105,683  144,590  186,273 
Other Income and Deductions:
Interest income 3,872  4,470  8,119  9,050 
Gains on investment securities 23,556  558  22,315  18,556 
Other income 5,704  7,688  10,433  12,599 
Other (deductions) (6,481) (1,636) (8,739) (18,158)
Net other income and deductions 26,651  11,080  32,128  22,047 
Interest Charges 72,013  55,828  135,564  109,590 
Earnings before Income Taxes 27,339  60,935  41,154  98,730 
Income Taxes (Benefits) 1,326  8,971  2,344  (3,600)
Net Earnings 26,013  51,964  38,810  102,330 
(Earnings) Attributable to Valencia Non-controlling Interest (4,305) (3,783) (8,047) (6,827)
Preferred Stock Dividend Requirements of Subsidiary (132) (132) (264) (264)
Net Earnings Attributable to TXNM $ 21,576  $ 48,049  $ 30,499  $ 95,239 
Net Earnings Attributable to TXNM per Common Share:
Basic $ 0.22  $ 0.53  $ 0.32  $ 1.05 
Diluted $ 0.22  $ 0.53  $ 0.32  $ 1.05 
Dividends Declared per Common Share $ 0.4075  $ 0.3875  $ 0.8150  $ 0.7750