Black Hills Corporation (BKH)
NYSE: BKH · Real-Time Price · USD
75.29
+0.98 (1.32%)
At close: Apr 30, 2026, 4:00 PM EDT
75.29
0.00 (0.00%)
After-hours: Apr 30, 2026, 4:50 PM EDT
← View all transcripts

AGM 2026

Apr 29, 2026

Steven Mills
Chairman of the Board of Directors, Black Hills Corporation

Good morning. I'm Steven Mills, Chairman of Black Hills Corporation's Board of Directors. I would like to welcome all of you to this live webcast of our annual shareholders meeting. We are holding this meeting virtually to provide a convenient and secure way for our shareholders to participate from any location. We very much appreciate your attendance. In accordance with the notice of meeting, I call to order the 2026 annual meeting of shareholders of Black Hills Corporation. We will conduct this meeting in accordance with the agenda and the rules of conduct for this meeting, which can be found under the Meeting Materials section in the annual meeting portal. In fairness to all shareholders and to conduct an orderly meeting, we intend to adhere to these rules. Before proceeding to the business portion of the meeting, I would first like to introduce the company's board of directors.

Our company is very fortunate to have such a distinguished and experienced group of directors, and their contributions are key to the company's ongoing success. The directors' biographies are included in our proxy statement. All of our current board members are in attendance at today's meeting, and they include Bob Beard, Linn Evans, Barry Granger, Tony Jensen, Kathleen McAllister, Robert Otto, Scott M. Prochazka, Teresa A. Taylor, and Anne G. Waleski. We are also joined today by Connor Lundquist and Brent Wilberts of Deloitte & Touche, our independent public accounting firm. We now turn to our agenda for today. Black Hills Corporation shareholders of record at the close of business on March 10, 2026 were entitled to vote on matters coming before this meeting.

I have an affidavit of mailing from Broadridge Financial Solutions certifying that all shareholders as of that date were mailed a notice of meeting, a proxy statement, a proxy, and the company's 2025 annual report to shareholders. At the close of business on March 10th 2026, the company had 76,054,727 shares of common stock outstanding and entitled to vote. A preliminary report by Broadridge on the number of shares represented at this meeting indicates we have more than the necessary 50% of the outstanding shares to constitute a quorum. On behalf of the board of directors and management, I would like to express my appreciation to all shareholders who have voted or returned their proxies. All shareholders of the company eligible to vote at this meeting have been furnished a proxy statement dated March 18th 2026.

Three specific proposals are set forth in this proxy statement. Shareholders who desired to present additional proposals or director nominations at this annual meeting were required to provide notice to the company by January 23rd 2026. The company did not receive any such notifications. The three proposals set forth in the proxy are as follows. Proposal one is for the election of three directors, Scott M. Prochazka, Teresa A. Taylor, and Anne G. Waleski, to serve until the annual meeting in 2029 and until their respective successors are duly elected and qualified. These individuals have been nominated for election as directors of the company based upon the recommendation of the Governance Committee of the Board of Directors. The Board's Governance Committee consists entirely of independent directors.

Our second proposal is to consider the ratification of the appointment of Deloitte & Touche LLP as the company's independent registered public accounting firm for the year 2026. The Board submits this selection of Deloitte & Touche for ratification by the shareholders as a matter of good corporate governance. Our third proposal is to receive an advisory vote on the executive compensation of our named executive officers as disclosed in the proxy statement. If there are any shareholders in attendance who have not previously voted or any shareholders who wish to change their vote, please do so at this time via the annual meeting portal. Now that everyone has had the opportunity to vote, I declare the polls for the 2026 annual shareholder meeting closed.

American Election Services, LLC is our inspector of elections and has been tasked with tabulating the shareholder votes, and they have informed me that all three proposals received more than the required number of votes to pass. Our final vote results will be reported on a Form 8-K with the Securities and Exchange Commission in the next few days. Our President and CEO, Linn Evans, will now give a brief presentation on the company's business. Linn?

Linn Evans
President and CEO, Black Hills Corporation

Thank you, Mr. Chairman. Good morning, and thank you for your investment in Black Hills Corporation and for joining our annual meeting today. We're grateful for your trust in our company to grow long-term value as we put your valued investment in us to work. To the Black Hills team listening in today, thank you for living out our values and our strategy every day. Our greatest resources are our team and our culture. Together, as we partner with our stakeholders, we're delivering on our mission of improving life with energy, providing safe, reliable, and cost-effective energy that is essential to the lives and the livelihoods of our customers across more than 800 communities we proudly and humbly serve. Before I provide a review of 2025, I'll remind you that some of my comments today include forward-looking statements.

Please review our risk factors on slide two of this presentation and our various filings with the SEC before making any investment decisions in Black Hills Corporation. Slide three illustrates who we are today, an integrated utility with unique and balanced diversity. Our electric and natural gas businesses serve nearly 1.4 million customers across eight stable and growing states. Our service territory and systems are extensive, providing a variety of opportunities to serve our growing customer base. Our electric utilities serve four states with 1.4 gigawatts of generation capacity and more than 9,000 miles of transmission and distribution lines. Our natural gas utilities serve five states with over 49,000 miles of gas lines. We also own and operate underground storage assets to support our natural gas sourcing strategy for our customers.

These complementary utility businesses provide the benefits of diversity and a low risk profile. We're a pure play utility with 98% of our assets operating as regulated utilities or serving our regulated utilities under long-term contracts. Moving on to slide four. In early 2025, we laid out our key objectives for the year to deliver strong earnings, maintain a strong balance sheet, execute on our regulatory strategy, and advance our key growth initiatives. For the year, we delivered earnings per share, excluding merger-related expenses, of $4.10 in 2025, representing an increase of five percent over 2024. This achievement was driven by $1 per share in new rates, rider recovery mechanisms, and customer growth, demonstrating the effectiveness of our regulatory strategy and operational efficiencies. Our results for our stakeholders speak volumes. Together, we served our customers with industry-leading top quartile electric reliability.

We maintained our long-term net debt to capitalization target and strong liquidity. We achieved constructive regulatory results, including our completion of three rate reviews. We advanced our customer-focused strategic initiatives to serve our customers and support ongoing growth, including increasing demand from our data center customers. We completed 55 consecutive years of dividend increases in 2025, and we increased the dividend again this past January to mark 56 consecutive years of increases. As we look to advance our strong energy future, we have announced a proposed merger with NorthWestern Energy. Slide five displays the strong reliability of our electric systems with all three of our utilities in the first or second quartile of the Edison Electric Institute rankings. Our reliable service also reinforces our ability to safely serve our customers. Our focused team and reliable system help mitigate the risk of wildfire by reducing potential for ignition events.

In 2025, we established an emergency Public Safety Power Shutoff program to help keep our customers and communities safe. Additionally, legislation has been enacted in Wyoming and South Dakota, which provide important liability protections for utility companies that are in compliance with their mitigation plans. On slide six, we lay out our success in maintaining a strong balance sheet. Our financial strength has enabled us to continue investing in critical infrastructure while maintaining a focus on cost management and customer affordability. Through strong operating cash flows and disciplined execution of our financing plan, our net debt to capitalization ratio remained below our long-term target of 55%, and we maintained our solid investment-grade credit rating during the year. Slide seven displays continued customer growth. Our overall residential customer growth remains consistently strong, advancing our long-term average of approximately one percent over the last five years.

Of note, the overall customer count growth rate across our jurisdictions is nearly double the average population growth rate for those states. On slide eight, we outlined our strong progress on key strategic growth initiatives, investing in our transmission and generation infrastructure and innovatively supporting significant data center growth. In Wyoming, we completed construction of our Ready Wyoming project, energizing the 260-mile electric transmission line in December. This transformative project interconnected our South Dakota and Wyoming electric systems. As a result, we have reduced our dependence on third-party transmission services and are providing long-term price stability for our customers. Importantly, a more interconnected and expanded electric system enhances system resiliency through increased energy market access, including renewables.

In 2025, we also advanced plans to add new resources to serve the long-term and growing energy needs of our customers and communities. We received approval of our Lange II generation project and broke ground on the 99 megawatt dispatchable gas-fired generation project to serve our South Dakota electric customers. We are on track for the new resource to be in service in the second half of this year. In Colorado, we received approval for new resources to comply with the state's emissions requirements. The Colorado PUC approved 50 megawatts of utility-owned battery resources to be in service in 2027 and a 200 megawatt solar power purchase agreement. We also continue to work towards serving significant demand from data centers. Last year, we tripled our pipeline of data center demand to more than three gigawatts. This includes 600 megawatts by 2030 from existing customers in Wyoming.

Microsoft, whom we have been serving for over a decade, and Meta starting to ramp up this year. We made progress towards serving additional large load demand, including ongoing negotiations for our plans to serve a 1.8 gigawatt project being developed by Crusoe and Tallgrass in Wyoming. Slide nine outlines our dividend legacy of 56 consecutive years of increasing our dividend and 84 consecutive years of uninterrupted payout, track records we are extremely proud of. An increasing dividend is an important part of our total shareholder return with our outlook provided on Slide 10. With our focused execution on growth initiatives and strengthening our financial position, we remain confident in our long-term growth and creating value for our shareholders. Our plan supports our long-term target of four percent-six percent EPS growth, and we expect to deliver in the upper half of that target.

This reflects Black Hills' growth as a standalone company before considering value creation from the proposed combination with NorthWestern Energy, which I will discuss on the next slide. We also updated our capital forecast for the five-year period through 2030. In addition to our base plan for margins and capital investment, we are pursuing incremental opportunities, including negotiating contracts to serve additional data center demand above the 600 MW included in our plan by 2030. In addition to our standalone value proposition on slide 10, slide 11 outlines the additional value potential for our stakeholders through our planned merger with NorthWestern Energy, which we are very excited about. This all-stock transaction is a unique opportunity to join forces to grow our scale and balance sheet while combining our collective experience to capture greater growth opportunities for two companies with rich 100-plus year histories.

This strategic combination will help us better serve our customers and represent a strong value proposition for our shareholders, more than what each company could achieve on its own. We are pleased that our shareholders recognize this value and provided approval earlier this month with a shareholder vote. Upon receipt of the remaining federal and state regulatory approvals, we expect to close the transaction in the second half of 2026. When the merger closes, I am planning to begin retirement and Brian Bird, current CEO of NorthWestern Energy, will serve as the CEO of the new combined company. In closing, I am proud of our team's accomplishments in positioning the company for long-term growth and success. I am extremely encouraged by our team's dedication and commitment to our vision, mission, our values and our people and our customer-focused strategy.

We delivered another year of achieving our earnings guidance as we continue to focus on consistently delivering on our commitments. I'm excited about our opportunities ahead as we continue to improve life with energy for our customers, communities, and you, our shareholders. Thank you for your participation this morning, and thank you for your interest in Black Hills Corporation. I'll turn the meeting back to Chairman Mills.

Steven Mills
Chairman of the Board of Directors, Black Hills Corporation

No questions were submitted by validated shareholders, I would now like to adjourn the meeting. Before I do so, I would like to thank everyone who was involved preparing for and putting on this meeting. Lastly, thanks to everyone for attending the meeting today, and thank you for your continued interest in Black Hills Corporation. Stay safe and keep healthy. We are adjourned.

Powered by