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Wec Energy Group, Inc. – ‘10-K’ for 12/31/18 – ‘EX-10.7’

On:  Tuesday, 2/26/19, at 2:41pm ET   ·   For:  12/31/18   ·   Accession #:  107815-19-128   ·   File #:  1-09057

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/26/19  Wec Energy Group, Inc.            10-K       12/31/18  178:31M                                    Wisconsin Elec Power Co

Annual Report   —   Form 10-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Wec 2018 Form 10-K                                  HTML   2.41M 
 2: EX-10.1     Wec Exhibit 10.1                                    HTML    208K 
 3: EX-10.2     Wec Exhibit 10.2                                    HTML    304K 
 4: EX-10.3     Wec Exhibit 10.3                                    HTML    278K 
 5: EX-10.6     Wec Exhibit 10.6                                    HTML    197K 
 6: EX-10.7     Wec Exhibit 10.7                                    HTML     76K 
 7: EX-10.8     Wec Exhibit 10.8                                    HTML     85K 
 8: EX-21.1     Wec Exhibit 21.1                                    HTML     64K 
 9: EX-23.1     Wec Exhibit 23.1                                    HTML     45K 
10: EX-31.1     Wec Exhibit 31.1                                    HTML     52K 
11: EX-31.2     Wec Exhibit 31.2                                    HTML     52K 
12: EX-32.1     Wec Exhibit 32.1                                    HTML     46K 
13: EX-32.2     Wec Exhibit 32.2                                    HTML     47K 
20: R1          Document and Entity Information                     HTML     78K 
21: R2          Consolidated Income Statements                      HTML    116K 
22: R3          Consolidated Statements of Comprehensive Income     HTML     92K 
23: R4          Consolidated Statements of Comprehensive Income     HTML     49K 
                (Parentheticals)                                                 
24: R5          Consolidated Balance Sheets                         HTML    160K 
25: R6          Consolidated Balance Sheets (Parenthetical)         HTML     58K 
26: R7          Consolidated Statements of Cash Flows               HTML    139K 
27: R8          Consolidated Statements of Cash Flows Consolidated  HTML     46K 
                Statement of Cash Flows (Parenthetical)                          
28: R9          Consolidated Statements of Equity                   HTML     89K 
29: R10         Consolidated Statements of Equity (Parenthetical)   HTML     48K 
30: R11         Consolidated Statements of Capitalization           HTML    238K 
31: R12         Summary of Significant Accounting Policies          HTML    240K 
32: R13         Acquisitions                                        HTML     85K 
33: R14         Dispositions                                        HTML     53K 
34: R15         Operating Revenues                                  HTML    166K 
35: R16         Regulatory Assets and Liabilities                   HTML    143K 
36: R17         Property, Plant, and Equipment                      HTML    104K 
37: R18         Jointly Owned Utility Facilities                    HTML     76K 
38: R19         Asset Retirement Obligations                        HTML     67K 
39: R20         Goodwill                                            HTML     92K 
40: R21         Common Equity                                       HTML    143K 
41: R22         Preferred Stock                                     HTML     94K 
42: R23         Short-Term Debt and Lines of Credit                 HTML     76K 
43: R24         Long-Term Debt and Capital Lease Obligations        HTML    108K 
44: R25         Income Taxes                                        HTML    224K 
45: R26         Fair Value Measurements                             HTML    170K 
46: R27         Derivative Instruments                              HTML    154K 
47: R28         Guarantees                                          HTML     74K 
48: R29         Employee Benefits                                   HTML    514K 
49: R30         Investment in Transmission Affiliates               HTML    156K 
50: R31         Segment Information                                 HTML    260K 
51: R32         Variable Interest Entities                          HTML     57K 
52: R33         Commitments and Contingencies                       HTML    168K 
53: R34         Supplemental Cash Flow Information                  HTML    149K 
54: R35         Regulatory Environment                              HTML     89K 
55: R36         Other Income, Net                                   HTML     62K 
56: R37         Quarterly Financial Information (Unaudited)         HTML    103K 
57: R38         New Accounting Pronouncements                       HTML     60K 
58: R39         Schedule I - Condensed Parent Company Financial     HTML    336K 
                Statements                                                       
59: R40         Schedule II - Valuation and Qualifying Accounts     HTML     65K 
60: R41         Summary of Significant Accounting Policies          HTML    263K 
                (Policies)                                                       
61: R42         Summary of Significant Accounting Policies          HTML    157K 
                (Tables)                                                         
62: R43         Acquisitions (Tables)                               HTML     82K 
63: R44         Operating Revenues (Tables)                         HTML    171K 
64: R45         Regulatory Assets and Liabilities (Tables)          HTML    146K 
65: R46         Property, Plant, and Equipment (Tables)             HTML     92K 
66: R47         Jointly Owned Utility Facilities (Tables)           HTML     75K 
67: R48         Asset Retirement Obligations (Tables)               HTML     65K 
68: R49         Goodwill (Tables)                                   HTML     91K 
69: R50         Common Equity (Tables)                              HTML    124K 
70: R51         Preferred Stock (Tables)                            HTML    101K 
71: R52         Short-Term Debt and Lines of Credit (Tables)        HTML     75K 
72: R53         Long-Term Debt and Capital Lease Obligations        HTML     81K 
                (Tables)                                                         
73: R54         Income Taxes (Tables)                               HTML    223K 
74: R55         Fair Value Measurements (Tables)                    HTML    171K 
75: R56         Derivative Instruments (Tables)                     HTML    152K 
76: R57         Guarantees (Tables)                                 HTML     74K 
77: R58         Employee Benefits (Tables)                          HTML    524K 
78: R59         Investment in Transmission Affiliates (Tables)      HTML    160K 
79: R60         Segment Information (Tables)                        HTML    254K 
80: R61         Commitments and Contingencies (Tables)              HTML    120K 
81: R62         Supplemental Cash Flow Information (Tables)         HTML    147K 
82: R63         Other Income, Net (Tables)                          HTML     62K 
83: R64         Quarterly Financial Information (Unaudited)         HTML    103K 
                (Tables)                                                         
84: R65         Summary of Significant Accounting Policies Nature   HTML     63K 
                of Operations (Details)                                          
85: R66         Summary of Significant Accounting Policies Cash     HTML     46K 
                and Cash Equivalents (Details)                                   
86: R67         Summary of Significant Accounting Policies          HTML     81K 
                Operating Revenues (Details)                                     
87: R68         Summary of Significant Accounting Policies          HTML     63K 
                Materials, Supplies, and Inventories (Details)                   
88: R69         Summary of Significant Accounting Policies          HTML     80K 
                Property, Plant and Equipment (Details)                          
89: R70         Summary of Significant Accounting Policies AFUDC    HTML     84K 
                (Details)                                                        
90: R71         Summary of Significant Accounting Policies          HTML    104K 
                Stock-Based Compensation (Details)                               
91: R72         Summary of Significant Accounting Policies          HTML     50K 
                Earnings Per Share (Details)                                     
92: R73         Summary of Significant Accounting Policies Income   HTML     48K 
                Taxes (Details)                                                  
93: R74         Summary of Significant Accounting Policies          HTML     51K 
                Customer Concentrations of Credit Risk (Details)                 
94: R75         Acquisitions - Coyote Ridge (Details)               HTML     64K 
95: R76         Acquisitions - Bishop Hill III (Details)            HTML     76K 
96: R77         Acquisitions - Forward Wind Energy Center           HTML     66K 
                (Details)                                                        
97: R78         Acquisitions - Bluewater - Purchase Price           HTML     63K 
                Allocation (Details)                                             
98: R79         Acquisitions - Upstream (Details)                   HTML     54K 
99: R80         Dispositions (Details)                              HTML     62K 
100: R81         Operating Revenues - Disaggregation Of Operating    HTML    200K  
                Revenues by Segment (Details)                                    
101: R82         Operating Revenues - Disaggregation of Electric     HTML     74K  
                Utility Operating Revenues by Customer Class                     
                (Details)                                                        
102: R83         Operating Revenues - Disaggregation of Natural Gas  HTML     88K  
                Utility Operating Revenues by Customer Class                     
                (Details)                                                        
103: R84         Operating Revenues - Other Non-Utility Operating    HTML     63K  
                Revenues (Details)                                               
104: R85         Operating Revenues - Other Operating Revenues       HTML     63K  
                (Details)                                                        
105: R86         Regulatory Assets and Liabilities - Regulatory      HTML     92K  
                Assets (Details)                                                 
106: R87         Regulatory Assets and Liabilities - Regulatory      HTML     75K  
                Liabilities (Details)                                            
107: R88         Property, Plant, and Equipment - Balances           HTML     89K  
                (Details)                                                        
108: R89         Property, Plant, and Equipment - Plant Retirements  HTML     88K  
                (Details)                                                        
109: R90         Jointly Owned Utility Facilities (Details)          HTML     71K  
110: R91         Asset Retirement Obligations (Details)              HTML     65K  
111: R92         Goodwill (Details)                                  HTML     74K  
112: R93         Common Equity - Stock-Based Compensation Expense    HTML     58K  
                (Details)                                                        
113: R94         Common Equity - Stock Options (Details)             HTML    107K  
114: R95         Common Equity - Restricted Shares (Details)         HTML     88K  
115: R96         Common Equity - Performance Units (Details)         HTML     68K  
116: R97         Common Equity - Dividend Restrictions (Details)     HTML     86K  
117: R98         Common Equity - Share Repurchase Program (Details)  HTML     56K  
118: R99         Common Equity - Common Stock Dividends (Details)    HTML     61K  
119: R100        Preferred Stock (Details)                           HTML     91K  
120: R101        Short-Term Debt and Lines of Credit - Outstanding   HTML     68K  
                Amounts (Details)                                                
121: R102        Short-Term Debt and Lines of Credit - Credit        HTML     78K  
                Facilities (Details)                                             
122: R103        Long-Term Debt and Capital Lease Obligations -      HTML    200K  
                Long-term Debt (Details)                                         
123: R104        Long-Term Debt and Capital Lease Obligations -      HTML    108K  
                Capital Lease Obligations (Details)                              
124: R105        Income Taxes - Summary of income tax expense        HTML     57K  
                (Details)                                                        
125: R106        Income Taxes - Statutory rate reconciliation        HTML    112K  
                (Details)                                                        
126: R107        Income Taxes - Components of deferred tax assets    HTML     95K  
                and liabilities (Details)                                        
127: R108        Income Taxes - Components of net deferred tax       HTML     84K  
                assets (Details)                                                 
128: R109        Income Taxes - Reconciliation of unrecognized tax   HTML     75K  
                benefits (Details)                                               
129: R110        Fair Value Measurements - Assets and liabilities    HTML    100K  
                measured on a recurring basis (Details)                          
130: R111        Fair Value Measurements - Unrealized Gain (Loss)    HTML     46K  
                on Investments (Details)                                         
131: R112        Fair Value Measurements - Level 3 Reconciliation    HTML     65K  
                (Details)                                                        
132: R113        Fair Value Measurements - Financial Instruments     HTML     60K  
                (Details)                                                        
133: R114        Derivative Instruments - Derivative assets and      HTML     78K  
                liabilities (Details)                                            
134: R115        Derivative Instruments - Gains (Losses) and         HTML     61K  
                Notional Volumes (Details)                                       
135: R116        Derivative Instruments - Balance Sheet Offsetting   HTML     87K  
                (Details)                                                        
136: R117        Derivative Instruments - Cash Flow Hedges           HTML     78K  
                (Details)                                                        
137: R118        Guarantees (Details)                                HTML     71K  
138: R119        Employee Benefits - Change in Benefit Obligations   HTML    100K  
                and Plan Assets (Details)                                        
139: R120        Employee Benefits - Amounts Recognized on the       HTML     61K  
                Balance Sheets (Details)                                         
140: R121        Employee Benefits - Accumulated Benefit             HTML     59K  
                Obligations (Details)                                            
141: R122        Employee Benefits - Amounts Not Yet Recognized in   HTML     77K  
                Net Periodic Benefit Cost (Details)                              
142: R123        Employee Benefits - Net Periodic Benefit Cost       HTML     72K  
                (Detail)                                                         
143: R124        Employee Benefits - Adoption of ASU 2017-07         HTML     58K  
                (Details)                                                        
144: R125        Employee Benefits - Assumptions (Details)           HTML    105K  
145: R126        Employee Benefits - Target Asset Allocations        HTML     71K  
                (Details)                                                        
146: R127        Employee Benefits - Plan Assets (Details)           HTML    136K  
147: R128        Employee Benefits - Changes in the Fair Value of    HTML     86K  
                Plan Assets Categorized as Level 3 (Details)                     
148: R129        Employee Benefits - Cash Flows (Details)            HTML     66K  
149: R130        Employee Benefits - Defined Contribution Benefit    HTML     47K  
                Plans (Details)                                                  
150: R131        Investment in Transmission Affiliates - Changes to  HTML     96K  
                Investment in ATC (Details)                                      
151: R132        Investment in Transmission Affiliates -             HTML     65K  
                Transactions with ATC (Details)                                  
152: R133        Investment in Transmission Affiliates - ATC         HTML     90K  
                Summarized Financial Data (Details)                              
153: R134        Segment Information (Details)                       HTML    207K  
154: R135        Variable Interest Entities (Details)                HTML     73K  
155: R136        Commitments and Contingencies - Unconditional       HTML     78K  
                Purchase Obligations (Details)                                   
156: R137        Commitments and Contingencies - Operating Leases    HTML     70K  
                (Details)                                                        
157: R138        Commitments and Contingencies - Environmental       HTML    116K  
                Matters (Details)                                                
158: R139        Supplemental Cash Flow Information - Supplemental   HTML     61K  
                Information (Details)                                            
159: R140        Supplemental Cash Flow Information - Adoption of    HTML     92K  
                Accounting Standards (Details)                                   
160: R141        Supplemental Cash Flow Information -                HTML     59K  
                Reconciliation of Cash and Cash Equivalents and                  
                Restricted Cash (Details)                                        
161: R142        Regulatory Environment (Details)                    HTML    243K  
162: R143        Other Income, Net (Details)                         HTML     57K  
163: R144        Quarterly Financial Information (Unaudited)         HTML     71K  
                (Details)                                                        
164: R145        New Accounting Pronouncements (Details)             HTML     58K  
165: R146        Schedule I - Income Statements (Details)            HTML     79K  
166: R147        Schedule I - Statements of Comprehensive Income     HTML    110K  
                (Details)                                                        
167: R148        Schedule I - Balance Sheets (Details)               HTML    135K  
168: R149        Schedule I - Statements of Cash Flows (Details)     HTML    155K  
169: R150        Schedule I - Cash Dividends Received from           HTML     67K  
                Subsidiaries (Details)                                           
170: R151        Schedule I - Long-Term Debt (Details)               HTML     65K  
171: R152        Schedule I - Fair Value Measurements (Details)      HTML     61K  
172: R153        Schedule I - Supplemental Cash Flow Information     HTML     67K  
                (Details)                                                        
173: R154        Schedule I - Short-Term Notes Receivable from       HTML     54K  
                Related Parties (Details)                                        
174: R155        Schedule I - Short-Term Notes Payable to Related    HTML     60K  
                Parties (Details)                                                
175: R156        Schedule II - Valuation and Qualifying Accounts     HTML     54K  
                (Details)                                                        
177: XML         IDEA XML File -- Filing Summary                      XML    322K  
176: EXCEL       IDEA Workbook of Financial Reports                  XLSX    244K  
14: EX-101.INS  XBRL Instance -- wec-20181231                        XML  10.28M 
16: EX-101.CAL  XBRL Calculations -- wec-20181231_cal                XML    451K 
17: EX-101.DEF  XBRL Definitions -- wec-20181231_def                 XML   2.43M 
18: EX-101.LAB  XBRL Labels -- wec-20181231_lab                      XML   4.40M 
19: EX-101.PRE  XBRL Presentations -- wec-20181231_pre               XML   3.00M 
15: EX-101.SCH  XBRL Schema -- wec-20181231                          XSD    512K 
178: ZIP         XBRL Zipped Folder -- 0000107815-19-000128-xbrl      Zip    754K  


‘EX-10.7’   —   Wec Exhibit 10.7


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



 <!   C:   C: 
  Exhibit  
Exhibit 10.7


WEC ENERGY GROUP
SUPPLEMENTAL LONG TERM DISABILITY PLAN
Amended and Restated Effective as of January 1, 2017





TABLE OF CONTENTS

 
 
Page
 
 
 
1.
Participation
1
 
 
 
2.
Vesting
1
 
 
 
3.
Make Whole Long Term Disability Benefits
1
 
 
 
4.
Payments Upon Change in Control
2
 
 
 
5.
Government Regulations
3
 
 
 
6.
Nonassignment
3
 
 
 
7.
Provisions of Benefits
3
 
 
 
8.
Plan Administation
3
 
 
 
9.
Termination or Modification of Plan
4
 
 
 
10.
Claim Procedures
4
 
 
 
11.
Miscellaneous
4
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 


i



WEC ENERGY GROUP
SUPPLEMENTAL LONG TERM DISABILITY PLAN
The WEC Energy Group Supplemental Long Term Disability Plan (the “Plan”) (formerly, the Wisconsin Energy Corporation Supplemental Long Term Disability Plan) was created effective as of April 29, 2003, to provide special supplemental long term disability benefits for eligible participants. The Plan is amended and restated effective as of January 1, 2017.
1.
Participation

(a)
Definition of a “Participant.”

The term “Participant” as used in this Plan refers to any key employee of WEC Energy Group, Inc. (the “Company”) (prior to June 29, 2015, the Company was known as Wisconsin Energy Corporation), or its subsidiaries, who is designated for participation in this Plan by the Chief Executive Officer of the Company (the "Chief Executive Officer"), the Company’s Board of Directors (the “Board”) or the Compensation Committee of the Board (the “Compensation Committee”) and who has not been removed from this Plan pursuant to paragraph (b) below.
(b)
Removal of a Participant

A Participant may be removed from the Plan at any time by the Chief Executive Officer, the Board or the Compensation Committee, provided no such removal may eliminate or reduce any benefits which are protected under Article IX in the event of termination of this Plan.
2.
Vesting

A Participant will be deemed to be Vested in the disability benefit under Article III upon the commencement of disability payments.
3.
Make Whole Long Term Disability Benefits

It is the intent of this Plan that a Participant not suffer any loss with respect to a disability benefit under the long term disability benefit plan generally applicable to employees of the Company and/or its subsidiaries, including, if applicable to a Participant, any higher income replacement options above the core or basic levels (the “LTD Plan”) because of either the exclusion of base salary deferred under a savings or other deferred compensation plan, the exclusion of bonus earnings (but for purposes of this Plan, counting bonus earnings at the target level) from the definition of the LTD Plan (the “Bonus Exclusion”), or the limitations on annual compensation imposed by Section 505(b)(7) of the Internal Revenue Code (the “IRC Limit”). Therefore, in the event a Participant in this Plan becomes eligible for and begins to receive a disability benefit from the LTD Plan applicable to the Participant, and the amount of such disability

1



benefit is limited because of application of salary deferral, the Bonus Exclusion, or the IRC Limit, a make whole disability benefit shall be paid from this Plan as a supplement to the disability benefit paid from the LTD Plan. Such LTD supplement shall equal the monthly amount by which the Participant’s disability benefit under the LTD Plan was less because of application of salary deferral, the Bonus Exclusion, and IRC Limit. Such LTD supplement shall commence at the same time as the disability benefit paid under the LTD Plan and continue for so long as such disability benefit is paid. All LTD supplements paid hereunder shall be paid out of general corporate assets or out of a grantor trust as provided in Article VII below.
4.
Payments Upon Change in Control

For purposes of this Article IV, a “Change in Control” with respect to the Company shall mean the occurrence of any of the following events, as a result of one transaction or a series of transactions:
(a)
any “person” (as such term is used in Sections 13(d) and 14(d) of the Securities Exchange Act of 1934, but excluding the Company, its affiliates, and any qualified or nonqualified plan maintained by the Company or its affiliates) becomes the “beneficial owner” (as defined in Rule 13d‑3 promulgated under such Act), directly or indirectly, of securities of the Company representing more than 20% of the combined voting power of the Company’s then outstanding securities;

(b)
individuals who constitute a majority of the Board immediately prior to a contested election for positions on the Board cease to constitute a majority as a result of such contested election;

(c)
the Company is combined (by merger, share exchange, consolidation, or otherwise) with another corporation and as a result of such combination, less than 60% of the outstanding securities of the surviving or resulting corporation are owned in the aggregate by the former shareholders of the Company;

(d)
the Company sells, leases, or otherwise transfers all or substantially all of its properties or assets not in the ordinary course of business to another person or entity; or

(e)
the Board determines in its sole and absolute discretion that there has been a Change in Control of the Company.

These Change in Control provisions shall apply to successive Changes in Control on an individual transaction basis.
Upon the occurrence of a Change in Control, then notwithstanding any other provision of this Plan, the Company shall promptly cause to be paid to each active and retired Participant or beneficiary receiving benefits under this Plan a lump sum amount equal to the then present value of all benefits then accrued under this Plan, calculated using (i) an interest rate equal to a 36 consecutive month average, using the rates as of the last

2



business day of each month (the "Month End Rate"), of the five year United States Treasury Note yields (the "36 Month Average Rate") in effect ending with the Month End Rate immediately prior to the month in which a Change in Control event described in subparagraphs (1) through (5) above has occurred as such yield is reported in the Wall Street Journal or comparable publication, and (ii) the mortality table then in use by the Company for purposes of estimating the present value of liabilities under the LTD Plan applicable to the Participant. Such payments shall be made without regard to whether the Participant's employment with the Company or any of its subsidiaries is continuing. However, if the Participant in fact so continues and this Plan continues, appropriate provisions shall be made so that any subsequent payments made from this Plan are reduced to reflect the value of such lump sum payments.
5.
Government Regulations

It is intended that the Plan will comply with all applicable laws and governmental regulations, and the Company and/or its subsidiaries shall not be obligated to perform an obligation hereunder in any case where, in the opinion of the Company’s counsel, such performance would result in violation of any law or regulation. All amounts payable under this Plan shall be subject to all applicable withholding taxes.
6.
Nonassignment

No benefit(s) under the Plan, nor any other interest hereunder of any Participant or beneficiary shall be assignable, transferable, or subject to sale, mortgage, pledge, hypothecation, anticipation, garnishment, attachment, execution, or levy of any kind.
7.
Provisions of Benefits

The Company may establish a grantor trust (a “rabbi trust”) to serve as a vehicle to hold such contributions as the Company may choose to make to prefund its obligation for benefits hereunder, but the trust shall be designed so that all assets therein are subject to the claims of the creditors of the Company or any of its subsidiaries which have used such rabbi trust in the event of insolvency, consistent with the provisions of Revenue Procedure 92‑64. Notwithstanding the existence of such grantor trust, the Plan shall remain an unfunded plan. A Participant’s rights to benefits under the Plan shall be those of an unsecured creditor of the Company and/or its subsidiaries.
8.
Plan Administration

(a)
Except as otherwise provided in this Article VIII, the Plan shall be administered by the internal administrative committee appointed by the Chief Executive Officer (the "Committee"). Members of the Committee may be Participants under this Plan. Any individual serving on the Committee who is a Participant shall not vote or act on any matter relating solely to such individual. The Chief Executive Officer may not act on any matter involving such officer's own participation in the Plan. All references to the Committee shall be deemed to include reference to the Chief Executive Officer.

3



(b)
The Committee (or the Chief Executive Officer if such individual chooses to so act) shall have full and complete discretionary authority to (i) make, amend, interpret and enforce all appropriate rules and regulations for the administration of the Plan, and (ii) decide or resolve any and all questions including interpretations of the Plan, as may arise in connection with the claims procedures set forth in Article X or otherwise with regard to the Plan. The Committee shall have complete control and authority to determine the rights and benefits of all claims, demands and actions arising out of the provisions of the Plan of any Participant or beneficiary or other person having or claiming to have any interest under the Plan. When making a determination or calculation, the Committee may rely on information furnished by a Participant, the Company and/or its subsidiaries. Benefits under the Plan shall be paid only if the Committee decides in its sole discretion that the Participant or beneficiary is entitled to them. The Committee or the Chief Executive Officer may delegate such powers and duties as it determines for the efficient administration of the Plan.

9.
Termination or Modification of Plan

The Company may, in its sole discretion, terminate, amend or modify this Plan at any time, in whole or in part, by action of its Board, Compensation Committee or the Committee, provided that no such action may eliminate or reduce or change the time or manner of payment of any benefits which: (i) have already become payable to any Participant; or (ii) would have become payable to any Participant if such Participant had retired immediately before such action is taken.
10.
Claim Procedures

The claim procedure rules applicable to the relevant LTD Plan shall also apply to the make whole disability benefits provided for under Article III of this Plan, and such claim procedure rules, as amended from time to time, are incorporated by reference into this Plan.
11.
Miscellaneous

(a)
The Company shall have the right to withhold from any amounts payable under this Plan any taxes or other amounts required to be withheld by any governmental authority.

(b)
Every person receiving or claiming payments under this Plan shall be conclusively presumed to be mentally competent until the date on which the Company receives a written notice, in form and manner acceptable to it, that such person is incompetent and that a guardian, conservator, or other person legally vested with the care of such person’s estate has been appointed. In the event a guardian or conservator of the estate of any person receiving or claiming payments under this Plan shall be appointed by a court of competent jurisdiction, payments may be made to such guardian or conservator provided that proper proof of appointment and continuing qualification is furnished in a form and

4



manner acceptable to the Company. Any such payment so made shall be a complete discharge of any liability therefor.

(c)
Participation in this Plan, or any modifications thereof, or the payment of any benefits hereunder, shall not be construed as giving to the Participant any right to be retained in the service of the Company or its subsidiaries, limiting in any way the right of the Company or its subsidiaries to terminate the Participant’s employment at any time, evidencing any agreement or understanding, express or implied, that the Company or its subsidiaries will employ the Participant in any particular position or at any particular rate of compensation and/or guaranteeing the Participant any right to receive a salary increase in any year.

(d)
The Company, or its subsidiaries, or their Boards of Directors or any committees thereof, or any officer or director of the Company or its subsidiaries, any member of the Committee or any other person shall not be liable for any act or failure to act hereunder, except for fraud.

(e)
This Plan shall be governed by and construed in accordance with the laws of the State of Wisconsin, to the extent not preempted by federal law, without reference to conflicts of law principles.


5

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed on:2/26/19
For Period end:12/31/1811-K,  5
1/1/17
6/29/153,  3/A,  4,  8-K
4/29/038-K
 List all Filings 


8 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/22/24  WEC Energy Group, Inc.            10-K       12/31/23  210:30M                                    Wisconsin Elec Power Co.
 2/22/24  Wisconsin Electric Power Co.      10-K       12/31/23  156:17M
 2/23/23  WEC Energy Group, Inc.            10-K       12/31/22  204:32M                                    Wisconsin Elec Power Co.
 2/23/23  Wisconsin Electric Power Co.      10-K       12/31/22  150:18M
 2/24/22  WEC Energy Group, Inc.            10-K       12/31/21  202:32M                                    Wisconsin Elec Power Co.
 2/24/22  Wisconsin Electric Power Co.      10-K       12/31/21  149:17M
 2/25/21  WEC Energy Group, Inc.            10-K       12/31/20  198:32M                                    Wisconsin Elec Power Co.
 2/25/21  Wisconsin Electric Power Co.      10-K       12/31/20  144:17M
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