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2021 Proxy Statement
Essential
Letter from the Chairman and Chief Executive Officer
Letter from the Lead Independent Director
Table of Contents
Forward-Looking Statements
Notice of 2021 Annual Meeting of Shareholders
Proxy Summary
Corporate Governance
Leadership Structure and Roles
Risk Oversight
Board Committees
Board Practices
Board Planning and Composition
Corporate Responsibility and ESG Oversight
Human Capital Management
Governing Documents and Proxy Access
Proposal No. 1
Proposal No. 1 - Election of Directors
- Nominees
Ownership
Ownership of Securities
- Directors and Officers
- Largest Shareholders
Proposal No. 2
Proposal No. 2 - Advisory Vote on Executive Compensation
Compensation
Compensation Discussion and Analysis
- Highlights
- Establishing Compensation
- Additional Compensation Program Features and Policies
Report of the Compensation Committee
Executive Compensation Tables
- Summary Compensation Table
- Grants of Plan-Based Awards Table
- Outstanding Equity Awards at Fiscal Year-End Table
- Option Exercises and Stock Vested Table
- Pension Benefits
- Nonqualified Deferred Compensation
- Potential Payments upon Termination or Change in Control
- Securities Authorized for Issuance under Equity Compensation Plans
CEO Pay Ratio
Director Compensation
- Annual Equity Grant
- Stock Program
- Director Compensation Table
- Director Stock Ownership Guidelines
Proposal Nos. 3 & 4
Proposal No. 3 - Ratification of Independent Registered Public Accounting Firm
Report of the Audit Committee
Independent Registered Public Accounting Firm
- Audit and Non-Audit Fees
- Audit Committee Pre-Approval Policies
Proposal No. 4 - Shareholder Proposal Requesting a Report on the Costs and Benefits of Voluntary Climate-Related Activities
Additional Information
Related Person Transactions
Questions and Answers About the Annual Meeting and Voting
Exhibit A
Meet the Board
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2021 Proxy Statement
Xcel Energy Inc.
2020 Annual Report
2021 Proxy Statement
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Xcel Logo
2021 Proxy Statement
Essential
Letter from the Chairman and Chief Executive Officer
Letter from the Lead Independent Director
Table of Contents
Forward-Looking Statements
Notice of 2021 Annual Meeting of Shareholders
Proxy Summary
Corporate Governance
Leadership Structure and Roles
Risk Oversight
Board Committees
Board Practices
Board Planning and Composition
Corporate Responsibility and ESG Oversight
Human Capital Management
Governing Documents and Proxy Access
Proposal No. 1
Proposal No. 1 - Election of Directors
- Nominees
Ownership
Ownership of Securities
- Directors and Officers
- Largest Shareholders
Proposal No. 2
Proposal No. 2 - Advisory Vote on Executive Compensation
Compensation
Compensation Discussion and Analysis
- Highlights
- Establishing Compensation
- Additional Compensation Program Features and Policies
Report of the Compensation Committee
Executive Compensation Tables
- Summary Compensation Table
- Grants of Plan-Based Awards Table
- Outstanding Equity Awards at Fiscal Year-End Table
- Option Exercises and Stock Vested Table
- Pension Benefits
- Nonqualified Deferred Compensation
- Potential Payments upon Termination or Change in Control
- Securities Authorized for Issuance under Equity Compensation Plans
CEO Pay Ratio
Director Compensation
- Annual Equity Grant
- Stock Program
- Director Compensation Table
- Director Stock Ownership Guidelines
Proposal Nos. 3 & 4
Proposal No. 3 - Ratification of Independent Registered Public Accounting Firm
Report of the Audit Committee
Independent Registered Public Accounting Firm
- Audit and Non-Audit Fees
- Audit Committee Pre-Approval Policies
Proposal No. 4 - Shareholder Proposal Requesting a Report on the Costs and Benefits of Voluntary Climate-Related Activities
Additional Information
Related Person Transactions
Questions and Answers About the Annual Meeting and Voting
Exhibit A
Meet the Board
Xcel Logo
2021 Proxy Statement
2021 Proxy Statement
Essential
Letter from the Chairman and Chief Executive Officer
Letter from the Lead Independent Director
Table of Contents
Forward-Looking Statements
Notice of 2021 Annual Meeting of Shareholders
Proxy Summary
Corporate Governance
Corporate Governance
Leadership Structure and Roles
Risk Oversight
Board Committees
Board Practices
Board Planning and Composition
Corporate Responsibility and ESG Oversight
Human Capital Management
Governing Documents and Proxy Access
Proposal No. 1
Proposal No. 1
Proposal No. 1 - Election of Directors
- Nominees
Ownership
Ownership
Ownership of Securities
- Directors and Officers
- Largest Shareholders
Proposal No. 2
Proposal No. 2
Proposal No. 2 - Advisory Vote on Executive Compensation
Compensation
Compensation
Compensation Discussion and Analysis
- Highlights
- Establishing Compensation
- Additional Compensation Program Features and Policies
Report of the Compensation Committee
Executive Compensation Tables
- Summary Compensation Table
- Grants of Plan-Based Awards Table
- Outstanding Equity Awards at Fiscal Year-End Table
- Option Exercises and Stock Vested Table
- Pension Benefits
- Nonqualified Deferred Compensation
- Potential Payments upon Termination or Change in Control
- Securities Authorized for Issuance under Equity Compensation Plans
CEO Pay Ratio
Director Compensation
- Annual Equity Grant
- Stock Program
- Director Compensation Table
- Director Stock Ownership Guidelines
Proposal Nos. 3 & 4
Proposal Nos. 3 & 4
Proposal No. 3 - Ratification of Independent Registered Public Accounting Firm
Report of the Audit Committee
Independent Registered Public Accounting Firm
- Audit and Non-Audit Fees
- Audit Committee Pre-Approval Policies
Proposal No. 4 - Shareholder Proposal Requesting a Report on the Costs and Benefits of Voluntary Climate-Related Activities
Additional Information
Additional Information
Related Person Transactions
Questions and Answers About the Annual Meeting and Voting
Exhibit A
Meet the Board
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