Welcome to the 2026 annual meeting of shareholders for OGE Energy Corp. Our host for today's call is Sean Trauschke, Chairman, President, and Chief Executive Officer of OGE Energy Corp. At this time, all participants will be in participation mode. We'll now turn the call over to your host, Mr. Sean Trauschke.
Good morning, everyone, and thank you for joining us for the annual meeting of shareholders of OGE Energy Corp. On behalf of our board of directors and our entire team, I appreciate your investment in OGE Energy, and I'm glad you're here with today. Let me begin with a simple statement: 2025 was a strong year for OGE Energy. We delivered on our commitments, strengthened our financial position, and continued investing in the future of our system while keeping affordability front and center for our customers. For 2025, earnings increased 6%, o ur system uptime was 99.96%, an improvement over last year's exceptional results, and o ur rates today are 19% below the regional average, 34% below the national average, and 24% below our neighbor to the south in Texas, helping individuals and families in our communities and providing a competitive advantage to drive economic growth in our service area.
At this meeting last year, we outlined a clear set of priorities: deliver on our earnings commitments, advance generation planning to meet growing demand, secure financing to support long-term growth, and continue leveraging the strength of our local economies to drive job growth and investment, all while operating our business with a level of excellence in safety, reliability, and operational execution, and I'm pleased to report that we delivered on each of those commitments. We continue to invest in our communities for reliability and add generation to meet growing demand.
We executed a well-subscribed equity offering that further fortifies our balance sheet and helps fund incremental investments that position us for long-term growth. We continue to benefit from strong economic growth across Oklahoma and western Arkansas, bringing new jobs, new customers, and new opportunities to the communities we serve. That growth is real, it's durable, and it continues to drive demand for reliable, affordable electricity. We remain centered on what we call our North Star, delivering reliable, safe electricity at some of the lowest costs in the nation. In 2025, we made meaningful progress advancing that goal. We continued investing in our generation fleet to ensure we can meet growing demand through a thoughtful, measured approach. We commissioned 98 MW Tinker Power Plant in February. We expect 450 MW of combustion turbine units to come online in Q4 of this year.
300 MW from the Frontier Energy Storage Project coming online in 2027, and another 450 MW of combustion turbines coming online in 2029. All told, this 1.7 GW of capacity, including capacity purchase agreements by 2029, strengthens our system today and positions us well for continued growth ahead. As a result of the robust growth we are seeing, we are planning by the winter of 2032 an additional 1.8 GW of generation. We are taking a disciplined, long-term approach to generation planning as we continue to deliver these projects both on time and on budget. We continue to advance our transmission strategy with opportunities from the Southwest Power Pool, including a direct assigned 765 kV transmission line, which we see as a critical component of long-term reliability, an important driver of growth, and a tool to maintain cost control.
These investments are not speculative. They're targeted, thoughtful, and aligned with the needs of our customers and communities we serve. Underlying all these operational endeavors is a strong and disciplined financial framework, and we continue to manage the business with a focus on credit support of metrics and long-term stability. This disciplined approach allows us to invest in growth while maintaining affordability for customers and delivering consistent returns for you. We also saw strong performance across areas that matter deeply to our stakeholders. We were named an Oklahoma Top Workplace, and then this year named a National Top Workplace by USA Today, and w, e were recognized by the Southeastern Electric Exchange for safety performance. Safety, culture, and operational excellence remain foundational to everything we do. A significant number of our shareholders are also our customers, our neighbors, and members of the communities we serve.
We don't take those relationships for granted. It's why we remain focused on keeping rates among the lowest in the nation. We balance investment with affordability, and we take a long-term view of every decision we make. To deliver results like a 6% earnings per share compounding a growth rate over the last decade, while non-fuel base rates have increased only 0.5% over the same time period, well below the rate of inflation. When we invest in reliability, you benefit as customers. When we grow the business responsibly, you benefit as shareholders with our 80-year track record of uninterrupted dividends. That alignment is a strength of this company and one we are committed to preserving. You may have seen that we just announced our first data center agreement with robust customer protections to ensure our current customers don't bear the cost of serving data centers.
As we look ahead, we see strong momentum continuing, and you can expect our focus on reliability to drive our disciplined approach to planning aligned with customer growth. Turning to our annual meeting of shareholders, the agenda outlined for this meeting is reflected on the screen, and the full agenda is posted on the web portal. The rules of conduct that govern the meeting are also available on the web portal. Our Board of Directors set March 16, 2026, as the record date for determining shareholders entitled to vote at this meeting. An affidavit has been delivered to the company by Broadridge Financial Solutions confirming that materials for this meeting were mailed beginning April 1, 2026 to all identified shareholders as of the record date, and that the relevant documents were made available electronically to shareholders via the Internet.
The list of shareholders is being made available during this meeting via the web portal pursuant to state law. Our Inspector of Election informs us that a quorum of shareholders is present, either by proxy or by online attendance for the purpose of transacting business. Most, if not all of you, have likely already voted. Shareholders who voted via telephone or Internet or mailed in their proxy card and who do not wish to change their vote do not need to take any further action. If you have not yet voted or wish to change your vote, you may do so now by selecting the voting tab on the web portal and following the instructions there at any time before the polls close. At this time, we are going to have introductions of our guests and begin the meeting.
I'd like to introduce Mr. William Sultemeier, our General Counsel, Corporate Secretary and Chief Compliance Officer, and ask him to introduce our guests. William?
Thank you, Sean, and welcome everyone. Thank you for joining us today. As is our custom, we will conduct the business portion of our meeting and then have a period at the end of the meeting to answer shareholder questions related to the meeting items. In keeping with the virtual approach to this year's meeting, it is now shortly after 10:08 A.M. Central Daylight Time on May 14th, and this meeting is officially called to order. A proxy statement and related materials for the business portion of this meeting have been made available to all shareholders. I would now like to introduce several important guests who are virtually attending today's meeting. First, I would like to introduce our board of directors, Frank A. Bozich, Peter D. Clarke, Lyle G. Ganske, Cathy R. Gates, David L. Hauser, David E. Rainbolt, Sheila G. Talton, and Sean Trauschke.
Each of these directors has been nominated for election, and we will review those votes in a few minutes. I will now introduce Drew Ward, an Ernst & Young audit partner who represents EY, which served as the company's principal independent accountants in 2025 and is recommended by the board for ratification as OGE's independent accountants for 2026. Our final introduction is our representative and Inspector from Broadridge Financial Solutions, Ms. Cheryl Naething, Inspector of Election. Thank you to these special guests for joining our meeting today. Now, returning to the business portion of the meeting, the notice of this annual meeting, the 2026 proxy statement, the 2026 annual report, the proxy card, and the affidavit of mailing will be made a part of the minutes of this meeting. There are four items of business to be conducted at this meeting.
First, the election of eight directors to serve for a one-year term on the Board of Directors of OGE Energy Corp, s econd, the ratification of the appointment of Ernst & Young LLP as our principal independent accountants for 2026, t hird, an advisory vote to approve named executive officer compensation, and f ourth, the consideration of a shareholder proposal regarding simple majority voting. For this annual meeting, Ms. Naething with Broadridge has been designated to act as the inspector to tabulate and certify the votes represented and taken at this meeting. I will now report on the items related to the meeting provided to me by the inspector and Broadridge. First, I will report on the number of outstanding shares and the number of shares represented at this meeting.
On the record date of this meeting, March 16, 2026, there were 206,373,409 shares of common stock of OGE Energy Corp outstanding and entitled to vote at this meeting. Each share of common stock is entitled to one vote. There are here at this meeting, represented by proxy, 179,314,062 shares of common stock of OGE Energy Corp, constituting approximately 89% of the outstanding shares of voting stock of OGE Energy. Any additional proxies that were delivered to the company's New York agent this morning and any votes placed at this meeting prior to the closing of the polls will be included and voted as directed.
All voting numbers announced today are the preliminary votes received prior to the meeting, and the final votes will be tabulated, and the inspector will then certify and provide those to the Office of the Corporate Secretary of the company for corporate records. Sean?
Thank you, William. This meeting has been regularly called, p roper notice has been given, a quorum is present, either by proxy or online at this annual meeting, and the meeting is duly constituted for the transaction of any and all business that may properly come before it. We will now proceed with the presentation of each of the items of business. The individuals named on the proxy cards will vote all shares represented by proxy pursuant to directions in such proxies. The first order of business is the election of eight directors to serve until the 2027 annual meeting of shareholders and until their successors are elected and qualified. We would like to extend our sincere appreciation to Judy McReynolds and Luther Kissam for their distinguished service on the board.
In accordance with the procedures set forth in OGE Energy's bylaws, each of the remaining eight nominees have been duly nominated. Since the company has received no notice of other nominations as required under its bylaws, the nominations are closed. The second order of business is the proposal to ratify the appointment of Ernst & Young LLP as our principal independent accountants for 2026. The third order of business is the advisory vote to approve the named executive officer compensation. The fourth and final order of business is the shareholder proposal submitted by John Chevedden, owner of 100 shares of our common stock, regarding simple majority vote. Mr. Chevedden notified the company that he will present his proposal. I'll ask Mr. Chevedden to limit his remarks to less than three minutes.
Operator, can you please open up the line to allow Mr. Chevedden to review his proposal related to simple majority?
Hello, this is John Chevedden. Proposal fou_r, governed by majority vote. Shares request the board of directors take each step necessary so that each voting requirement in our charter and bylaws that calls for a greater than simple majority vote be replaced by a requirement for a majority of the votes cast for and against proposals. OGE shareholders have given up to 98% support to this proposal topic since 2012. However, this proposal topic needs 80% support from all shares outstanding and not enough OGE shares cast ballots. In spite of up to 98% support, OGE is dead set against taking any action to get more OGE shares to vote. OGE could simply adjourn the annual meeting and count votes that came in after the start of the annual meeting.
OGE deserves to be condemned for not putting forth an extra effort to obtain the needed 80% approval from all shares outstanding in 2025.
Mr. Chevedden. Mr. Chevedden, you're going beyond the shareholder's proposal set forth in the proxy statement. Please return to the matter at hand.
Shareholder votes of up to 98% since 2012 falls on.
I will request that operator to mute the line.
OGE governance committee. Mr. Clarke.
Operator. I'm sorry, shareholders. The operator, the shareholder proponent is going beyond their proposal that was submitted in the proxy vote. Can we just continue with our ongoing business?
Okay. Thank you. For reasons clearly outlined in the proxy statement, your Board of Directors recommend voting against this proposal. That certainly completes the review of items of business today. I'll now call vote on the four proposals. Any shareholder that has not voted or desires to change their vote at this time may do so by clicking on the voting button in the lower right-hand section of the screen on the web portal and following the instructions. Shareholders that have voted via the Internet, telephone or mailed in their proxies and do not want to change their vote do not need to take any further action. The polls are now open and will remain open at this time to allow voting to be completed. I'll pause for just a moment.
I hereby declare the polls are closed and all matters being voted upon by the shareholders. I'll now ask Mr. Sultemeier to report on the preliminary voting results. William.
Thank you, Sean. I will now proceed with my preliminary report on the votes. Actual vote totals voted for each item will be reported on the current report on Form 8-K filed with the SEC in the next four business days and posted on our website, oge.com. As to the election of directors, as of the total votes cast, each director received between 95% and 99% for, of four votes. As to ratification of appointment of Ernst & Young LLP as independent auditors for 2026, approximately 97% of the votes cast were voted in favor of such proposal. As to the advisory vote to approve 2026 named executive officer compensation, approximately 95% of the votes cast were voted in favor of such resolution.
As to the shareholder proposal regarding simple majority vote, approximately 79% of the votes cast for this precatory proposal, constituting approximately 57% of the outstanding shares of the company's common stock, voted in favor of such resolution. That concludes my report on the preliminary voting results. Sean.
Thank you. In light of the vote on these matters, I declare that all eight of the nominees have been duly elected as directors of OGE Energy to serve until the 2027 annual meeting shareholders and until their successors are elected and qualify. I also declare that the ratification of the appointment of Ernst & Young LLP as our principal independent accountants for 2026 has been approved, and I further declare that the named executive officer compensation has been approved. Finally, on the fourth agenda item, I hereby declare that the shareholder proposal regarding modification of the supermajority voting provisions received a majority of the votes cast, but far less than the 80% of the outstanding shares that would be required to implement this provision.
This concludes the formal business portion of the meeting, as no other matters have been properly submitted for consideration at this meeting. I accordingly declare that this meeting is formally adjourned. We'll now have time for questions and answers related to the matters presented at this meeting, and I'll pause for a moment to see if any questions have been submitted. Seeing no questions coming through the queue, we'll conclude this webcast. If any shareholders feel that they submitted a question and it was not addressed, please reach out to us at the contact information on our Investors tab at our website at oge.com or email us at the email shown on your screen, stock@oge.com, so that we may get back to you as quickly as possible. Thank you all for your time today. Thank you for your support of our company. We are adjourned.
Ladies and gentlemen, that concludes today's meeting. Thank you for joining. You may now disconnect.