8-KThe WireRoutine
Company Update
Filed Mar 3, 2026 · 3mo ago · Accession 0001193125-26-087393
Plain English
Material event — a significant development the company must disclose promptly.
Read the source below for the full document.
Filing text
View original ↗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) March 3, 2026
Xcel Energy Inc.
(Exact name of registrant as specified in its charter)
Minnesota
001-3034
41-0448030
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
414 Nicollet Mall
Minneapolis , Minnesota
55401
(Address of principal executive offices)
(Zip Code)
(612) 330-5500
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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 each exchange
on which registered
Common Stock, $2.50 par value per share
XEL
Nasdaq Stock Market LLC
6.25% Junior Subordinated Notes due 2085
XELLL
Nasdaq Stock Market LLC
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 8.01.
Other Events.
On March 3, 2026, Xcel Energy Inc., a Minnesota corporation (“Xcel Energy”), issued $800,000,000 in aggregate principal amount of 5.75% Fixed-to-Fixed Reset Rate Junior Subordinated Notes, Series due 2056 (the “notes”), pursuant to an Underwriting Agreement, dated February 26, 2026, by and among Xcel Energy and Barclays Capital Inc., Citigroup Global Markets Inc., Mizuho Securities USA LLC, MUFG Securities Americas Inc. and Truist Securities, Inc., as representatives of the underwriters named therein. The notes are being issued pursuant to the registration statement on Form S-3 (File No. 333-278797). A prospectus supplement relating to the offering and sale of the notes was filed with the Securities and Exchange Commission on February 26, 2026. The notes will be governed by Xcel Energy’s Junior Subordinated Indenture, dated as of October 1, 2025, between Xcel Energy and U.S. Bank Trust Company, National Association, as trustee, and Supplemental Indenture No. 2, dated as of March 3, 2026.
This Current Report on Form 8-K is being filed to report as exhibits certain documents in connection with that offering and sale for incorporation by reference into the registration statement.
Item 9.01.
Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Description
4.01
Supplemental Indenture No. 2, dated as of March 3, 2026, by and between Xcel Energy Inc. and U.S. Bank Trust Company, National Association, as trustee, creating $800,000,000 aggregate principal amount of 5.75% Fixed-to-Fixed Reset Rate Junior Subordinated Notes, Series due 2056.
5.01
Opinion of Jones Day.
8.01
Tax Opinion of Jones Day.
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.
Xcel Energy Inc.
(a Minnesota corporation)
By:
/s/ Todd A. Wehner
Name:
Todd A. Wehner
Title:
Vice President, Treasurer
Date: March 3, 2026
Filing details
- Company
- XCEL ENERGY INC
- Ticker
- XELLL
- CIK
- 72903
- Form type
- 8-K
- Filing date
- Mar 3, 2026
- Report date
- Mar 3, 2026
- Document
- d119444d8k.htm
- Size
- 368 KB