8-K

		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
		November 2, 2023 Date of report (date of earliest event reported)
Commission File No.		Name of Registrant, State of Incorporation, Address of Principal Executive Offices, and Telephone No.	IRS Employer Identification No.
000-49965		MGE Energy, Inc. (a Wisconsin Corporation) 133 South Blair Street Madison, Wisconsin 53788 (608) 252-7000 | mgeenergy.com	39-2040501
000-1125		Madison Gas and Electric Company (a Wisconsin Corporation) 133 South Blair Street Madison, Wisconsin 53788 (608) 252-7000 | mge.com	39-0444025

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))

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).

MGE Energy, Inc. ☐ Madison Gas and Electric 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.

MGE Energy, Inc. ☐ Madison Gas and Electric Company ☐

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, $1 Par Value Per Share	MGEE	The NASDAQ Stock Market

1

Item 2.02. Results of Operations and Financial Condition.

On November 2, 2023, MGE Energy, Inc. (the Company) issued a press release announcing its third quarter 2023 earnings. The Company is furnishing a copy of that press release as Exhibit 99.1 to this report.

This combined Form 8-K is being furnished separately by the Company and Madison Gas and Electric Company. Information contained herein relating to any individual registrant has been furnished by such registrant on its own behalf. Neither registrant makes any representation as to information relating to the other registrant.

Item 9.01. Financial Statements and Exhibits.

(a) Financial statements of businesses acquired: None

(b) Pro forma financial information: None

(c) Shell company transactions: None

(d) Exhibits.

Exhibit No.	Description
99.1	Press release of MGE Energy, Inc., issued on November 2, 2023.
104	Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document).

2

SIGNATURES

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 hereunto duly authorized.

	MGE Energy, Inc. Madison Gas and Electric Company
	(Registrants)
Date: November 2, 2023	/s/ Tamara J. Johnson
	Tamara J. Johnson Vice President - Chief Accounting Officer and Controller

3

EX-99.1

EXHIBIT 99.1

 

News

MGE Energy Reports Third-Quarter 2023 Earnings

Madison, Wis., Nov. 02, 2023—MGE Energy, Inc. (Nasdaq: MGEE), today reported financial results for the third quarter of 2023.

MGE Energy's GAAP (Generally Accepted Accounting Principles) earnings for the third quarter of 2023 were $37.9 million, or $1.05 per share, compared to $33.7 million, or $0.93 per share, for the same period in the prior year.

Our third-quarter results were primarily driven by an increase in investments included in rate base. Also, warmer-than-normal weather led to an increase in electric residential sales of approximately 5% compared to the third quarter of 2022.

MGE continues to invest in new, cost-effective renewable generation, which is helping to fuel the company's asset growth. An increase in electric investments included in rate base contributed to increased electric earnings for the third quarter of 2023. The timing of depreciation expense also contributed to higher electric earnings in the third quarter of 2023. Depreciation costs are expected to increase after significant capital projects are completed, including the second phase of Badger Hollow and Paris solar projects.

In the third quarter of 2023, earnings from our investment in ATC increased $0.9 million, driven by an estimated possible loss recorded in 2022 from filed complaints regarding MISO transmission owners' authorized return on equity.

Gas net income in the third quarter of 2023 remained relatively flat compared to the third quarter of 2022.

1

MGE Energy, Inc.

(In thousands, except per-share amounts)

(Unaudited)

Three Months Ended September 30,	2023		2022
Operating revenues	$	160,528	$	163,400
Operating income	$	43,792	$	42,487
Net income	$	37,857	$	33,720
Earnings per share - basic	$	1.05	$	0.93
Earnings per share - diluted	$	1.05	$	0.93
Weighted average shares outstanding - basic		36,163		36,163
Weighted average shares outstanding - diluted		36,189		36,176
Nine Months Ended September 30,	2023		2022
Operating revenues	$	525,779	$	524,686
Operating income	$	122,216	$	109,808
Net income	$	97,616	$	89,901
Earnings per share - basic	$	2.70	$	2.49
Earnings per share - diluted	$	2.70	$	2.49
Weighted average shares outstanding - basic		36,163		36,163
Weighted average shares outstanding - diluted		36,185		36,174

About MGE Energy

MGE Energy is a public utility holding company. Its principal subsidiary, Madison Gas and Electric, generates and distributes electricity to 161,000 customers in Dane County, Wis., and purchases and distributes natural gas to 173,000 customers in seven south-central and western Wisconsin counties. MGE's roots in the Madison area date back more than 150 years.

Forward-looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements are based on MGE Energy's current expectations, estimates and assumptions regarding future events, which are inherently uncertain. We caution you not to place undue reliance on any forward-looking statements, which are made as of the date of this press release. We undertake no obligation to revise or update publicly any such forward-looking statements to reflect any change in expectations or in events, conditions or circumstances on which any such statements may be based. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to our business in general, please refer to the “Risk Factors” sections in our Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission.

Contact: Steve B. Schultz Media Relations 608-252-7219 | sbschultz@mge.com Ken Frassetto Investor Relations 608-252-4723 | kfrassetto@mge.com

2

XML

Document and Entity Information	Nov. 02, 2023
Document And Entity Information [Line Items]
Entity Registrant Name	MGE Energy, Inc.
Entity Central Index Key	0001161728
Document Type	8-K
Document Period End Date	Nov. 02, 2023
Amendment Flag	false
Trading Symbol	MGEE
Entity Emerging Growth Company	false
Security Exchange Name	NASDAQ
Title of 12(b) Security	Common Stock, $1 Par Value Per Share
Entity Tax Identification Number	39-2040501
Securities Act File Number	000-49965
Entity Address, Address Line One	133 South Blair Street
Entity Address, City or Town	Madison
Entity Address, State or Province	WI
Entity Address, Postal Zip Code	53788
City Area Code	608
Local Phone Number	252-7000
Written Communications	false
Soliciting Material	false
Pre-commencement Issuer Tender Offer	false
Pre-commencement Tender Offer	false
Entity Incorporation, State or Country Code	WI
MGE [Member]
Document And Entity Information [Line Items]
Entity Registrant Name	Madison Gas and Electric Company
Entity Central Index Key	0000061339
Entity Emerging Growth Company	false
Entity Tax Identification Number	39-0444025
Securities Act File Number	000-1125
Entity Address, Address Line One	133 South Blair Street
Entity Address, City or Town	Madison
Entity Address, State or Province	WI
Entity Address, Postal Zip Code	53788
City Area Code	608
Local Phone Number	252-7000
Entity Incorporation, State or Country Code	WI