Incentive Plan Including Share-Based Compensation — Xcel Energy has authorized 7.0 million equity shares under an incentive plan (the Amended and Restated 2015 Omnibus Incentive Plan).

Equity Awards — Xcel Energy‘s Board of Directors has granted equity awards under the 2015 Omnibus Incentive Plan, which includes various vesting conditions and performance goals. At the end of the restricted period, such grants will be awarded if vesting conditions and/or performance goals are met.

Certain employees are granted equity awards with a portion subject only to service conditions, and the other portion subject to performance conditions. A total of 0.2 million time-based equity shares subject only to service conditions were granted annually in 2022, 2021 and 2020.

The performance conditions for a portion of the awards granted from 2020 to 2022 are based on relative TSR and environmental goals. Equity awards with performance conditions will be settled or forfeited after three years, with payouts ranging from zero to 200% depending on achievement.


(Units in Thousands)	2022		2021		2020
Granted units	395		421		411
Weighted average grant date fair value	$	68.43	$	66.03	$	62.92


(Units in Thousands)	Units	Weighted Average Grant Date Fair Value
Nonvested Units at Jan. 1, 2022	695	$	64.59
Granted	395	68.43
Forfeited	(96)	65.53
Vested	(319)	63.03
Dividend equivalents	33	65.40
Nonvested Units at Dec. 31, 2022	708	67.35

Stock Equivalent Units — Non-employee members of Xcel Energy‘s Board of Directors may elect to receive their annual equity grant as stock equivalent units in lieu of common stock. Each unit’s value is equal to one share of common stock. The annual equity grant is vested as of the date of each member’s election to the Board of Directors; there is no further service or other condition. Directors may also elect to receive their cash fees as stock equivalent units in lieu of cash. Stock equivalent units are payable as a distribution of common stock upon a director’s termination of service.


(Units in Thousands)	2022		2021		2020
Granted units	29		31		33
Weighted average grant date fair value	$	71.97	$	68.15	$	61.61


(Units in Thousands)	Units	Weighted Average Grant Date Fair Value
Stock equivalent units at Jan. 1, 2022	604	$	39.27
Granted	29	71.97
Units distributed	(52)	38.16
Dividend equivalents	16	67.79
Stock equivalent units at Dec. 31, 2022	597	41.75

Liability Awards — Xcel Energy’s Board of Directors has granted TSR liability awards under the 2015 Omnibus Incentive Plan. This plan allows Xcel Energy to attach various performance goals to the awards granted. The liability awards have been historically dependent on relative TSR measured over a three-year period. Xcel Energy Inc.’s TSR is compared to a peer group of other utility companies. Potential payouts of the awards range from zero to 200%.


(Units In Thousands, Settlement Amount in Millions)	2022		2021		2020
Awards settled	411		446		476
Settlement amount (cash, common stock and deferred amounts)	$	27	$	27	$	33

Share-Based Compensation Expense — Award settlement determination (permitting cash or share settlement) is made by Xcel Energy, not the participants. Equity awards have not been previously settled in cash and Xcel Energy plans to continue electing share settlement. Grant date fair value of equity awards is expensed over the service period.

TSR liability awards are accounted for as liabilities, as historically they are partially settled in cash. As liability awards, the fair value on which ratable expense is based, as employees vest in their rights to those awards, is remeasured each period based on the current stock price and performance achievement, and final expense is based on the market value of the shares on the date the award is settled.


(Millions of Dollars)	2022		2021		2020
Cost for share-based awards (a)	$	36	$	31	$	73
Tax benefit recognized in income	9		8		19

(a)Compensation costs for share-based payments are included in O&M expense. Amount for equity awards (non-cash) amounted to $20 million in 2022.

There was approximately $37 million and $28 million as of Dec. 31, 2022 and 2021, respectively, of total unrecognized compensation cost related to nonvested share-based compensation awards. Xcel Energy expects to recognize the unrecognized amount over a weighted average period of 1.8 years.