Annual Report — Form 10-K Filing Table of Contents
Document/ExhibitDescriptionPagesSize
1: 10-K Annual Report HTML 3.25M
2: EX-4.9 Instrument Defining the Rights of Security Holders HTML 63K
3: EX-10.4.4 Material Contract HTML 51K
4: EX-10.4.5A Material Contract HTML 47K
5: EX-10.4.5B Material Contract HTML 45K
6: EX-10.4.6 Material Contract HTML 58K
7: EX-10.4.7 Material Contract HTML 52K
8: EX-10.4.8 Material Contract HTML 51K
9: EX-10.6.4 Material Contract HTML 40K
10: EX-10.6.5K Material Contract HTML 77K
11: EX-10.6.5L Material Contract HTML 77K
12: EX-21.1 Subsidiaries List HTML 37K
13: EX-23.1 Consent of Expert or Counsel HTML 37K
14: EX-23.2 Consent of Expert or Counsel HTML 37K
15: EX-31.1 Certification -- §302 - SOA'02 HTML 43K
16: EX-31.2 Certification -- §302 - SOA'02 HTML 43K
17: EX-31.3 Certification -- §302 - SOA'02 HTML 43K
18: EX-31.4 Certification -- §302 - SOA'02 HTML 43K
19: EX-32.1 Certification -- §906 - SOA'02 HTML 41K
20: EX-32.2 Certification -- §906 - SOA'02 HTML 41K
27: R1 Cover Page HTML 115K
28: R2 Consolidated Statements of Income HTML 136K
29: R3 Consolidated Statements of Comprehensive Income HTML 74K
30: R4 Consolidated Statements of Comprehensive Income HTML 46K
(Parenthetical)
31: R5 Consolidated Balance Sheets HTML 254K
32: R6 Consolidated Balance Sheets (Parenthetical) HTML 56K
33: R7 Consolidated Statements of Cash Flows HTML 165K
34: R8 Consolidated Statements of Changes in Equity HTML 129K
35: R9 Consolidated Statements of Changes in Equity HTML 39K
(Parenthetical)
36: R10 Summary of Significant Accounting Policies HTML 123K
37: R11 Revenue HTML 71K
38: R12 New Accounting Standards HTML 49K
39: R13 Regulatory Matters HTML 258K
40: R14 Income Taxes HTML 225K
41: R15 Lines of Credit and Short-Term Borrowings HTML 58K
42: R16 Long-Term Debt and Liquidity Matters HTML 105K
43: R17 Retirement Plans and Other Postretirement Benefits HTML 311K
44: R18 Leases HTML 87K
45: R19 Jointly-Owned Facilities HTML 87K
46: R20 Commitments and Contingencies HTML 99K
47: R21 Asset Retirement Obligations HTML 50K
48: R22 Fair Value Measurements HTML 159K
49: R23 Earnings Per Share HTML 54K
50: R24 Stock-Based Compensation HTML 75K
51: R25 Derivative Accounting HTML 121K
52: R26 Other Income and Other Expense HTML 80K
53: R27 Palo Verde Sale Leaseback Variable Interest HTML 48K
Entities
54: R28 Investments in Nuclear Decommissioning Trusts and HTML 108K
Other Special Use Funds
55: R29 Changes in Accumulated Other Comprehensive Loss HTML 77K
56: R30 Schedule I - Condensed Financial Information of HTML 148K
Registrant
57: R31 Summary of Significant Accounting Policies HTML 141K
(Policies)
58: R32 Summary of Significant Accounting Policies HTML 80K
(Tables)
59: R33 Revenue (Tables) HTML 64K
60: R34 Regulatory Matters (Tables) HTML 162K
61: R35 Income Taxes (Tables) HTML 224K
62: R36 Lines of Credit and Short-Term Borrowings (Tables) HTML 54K
63: R37 Long-Term Debt and Liquidity Matters (Tables) HTML 103K
64: R38 Retirement Plans and Other Postretirement Benefits HTML 304K
(Tables)
65: R39 Leases (Tables) HTML 85K
66: R40 Jointly-Owned Facilities (Tables) HTML 88K
67: R41 Commitments and Contingencies (Tables) HTML 55K
68: R42 Asset Retirement Obligations (Tables) HTML 48K
69: R43 Fair Value Measurements (Tables) HTML 139K
70: R44 Earnings Per Share (Tables) HTML 54K
71: R45 Stock-Based Compensation (Tables) HTML 92K
72: R46 Derivative Accounting (Tables) HTML 168K
73: R47 Other Income and Other Expense (Tables) HTML 79K
74: R48 Palo Verde Sale Leaseback Variable Interest HTML 47K
Entities (Tables)
75: R49 Investments in Nuclear Decommissioning Trusts and HTML 107K
Other Special Use Funds (Tables)
76: R50 Changes in Accumulated Other Comprehensive Loss HTML 76K
(Tables)
77: R51 Summary of Significant Accounting Policies - HTML 121K
Additional Information (Details)
78: R52 Summary of Significant Accounting Policies - HTML 66K
Summary of Property, Plant and Equipment (Details)
79: R53 Summary of Significant Accounting Policies - HTML 62K
Supplemental Cash Flow Information (Details)
80: R54 Revenue - Sources of Revenue (Details) HTML 55K
81: R55 Revenue - Additional Information (Details) HTML 52K
82: R56 Revenue - Allowance for Doubtful Accounts HTML 45K
(Details)
83: R57 Regulatory Matters - Regulatory Matters - COVID-19 HTML 79K
(Details)
84: R58 Regulatory Matters - Retail Rate Case Filing HTML 136K
(Details)
85: R59 Regulatory Matters - Capital Structure and Costs HTML 52K
of Capital (Details)
86: R60 Regulatory Matters - Additional Information HTML 285K
(Details)
87: R61 Regulatory Matters - Deferred Fuel and Purchased HTML 50K
Power Regulatory Asset (Details)
88: R62 Regulatory Matters - Four Corners, Cholla and HTML 51K
Navajo Plant (Details)
89: R63 Regulatory Matters - Schedule of Regulatory Assets HTML 96K
(Details)
90: R64 Regulatory Matters - Schedule of Regulatory HTML 96K
Liabilities (Details)
91: R65 Income Taxes - Additional Information (Details) HTML 62K
92: R66 Income Taxes - Reconciliation of Unrecognized Tax HTML 59K
Benefits (Details)
93: R67 Income Taxes - Summary of Unrecognized Tax HTML 47K
Benefits (Details)
94: R68 Income Taxes - Components of Income Tax Expense HTML 64K
(Details)
95: R69 Income Taxes - Effective Tax Rate Reconciliation HTML 71K
(Details)
96: R70 Income Taxes - Components of Deferred Income Tax HTML 109K
Liability (Details)
97: R71 Lines of Credit and Short-Term Borrowings - HTML 57K
Schedule of Credit Facilities (Details)
98: R72 Lines of Credit and Short-Term Borrowings - HTML 104K
Additional Information (Details)
99: R73 Long-Term Debt and Liquidity Matters - Components HTML 100K
of Long-Term Debt (Details)
100: R74 Long-Term Debt and Liquidity Matters - Additional HTML 116K
Information (Details)
101: R75 Long-Term Debt and Liquidity Matters - Future HTML 61K
Principal Payments (Details)
102: R76 Long-Term Debt and Liquidity Matters - Fair Value HTML 46K
of Long-Term Debt (Details)
103: R77 Retirement Plans and Other Postretirement Benefits HTML 84K
- Additional Information (Details)
104: R78 Retirement Plans and Other Postretirement Benefits HTML 66K
- Net Periodic Benefit Costs and Portion including
Portion Charged to Expense (Details)
105: R79 Retirement Plans and Other Postretirement Benefits HTML 78K
- Changes Benefit Obligations and Funded Status
(Details)
106: R80 Retirement Plans and Other Postretirement Benefits HTML 49K
- Projected Benefit Obligation for Pension Plans
(Details)
107: R81 Retirement Plans and Other Postretirement Benefits HTML 56K
- Amounts Recognized on the Consolidated Balance
Sheets (Details)
108: R82 Retirement Plans and Other Postretirement Benefits HTML 55K
- Impact to Accumulated Other Comprehensive Loss
(Details)
109: R83 Retirement Plans and Other Postretirement Benefits HTML 80K
- Weighted-Average Assumptions for Pensions and
Other Benefits (Details)
110: R84 Retirement Plans and Other Postretirement Benefits HTML 61K
- Asset Allocation (Details)
111: R85 Retirement Plans and Other Postretirement Benefits HTML 118K
- Fair Value of Pinnacle West's Pension Plan
(Details)
112: R86 Retirement Plans and Other Postretirement Benefits HTML 55K
- Estimated Future Benefit Payments (Details)
113: R87 Leases - Additional information (Details) HTML 61K
114: R88 Leases - Lease costs (Details) HTML 53K
115: R89 Leases - Maturity of our operating lease HTML 66K
liabilities (Details)
116: R90 Leases - Other additional information related to HTML 47K
operating lease liabilities (Details)
117: R91 Jointly-Owned Facilities (Details) HTML 102K
118: R92 Commitments and Contingencies - Palo Verde Nuclear HTML 119K
Generating Station and Contractual Obligations
(Details)
119: R93 Commitments and Contingencies - Superfund-Related HTML 48K
Matters and Southwest Power Outage (Details)
120: R94 Commitments and Contingencies - Environmental HTML 105K
Matters and Financial Assurances (Details)
121: R95 Asset Retirement Obligations (Details) HTML 63K
122: R96 Fair Value Measurements - Fair Value of Assets and HTML 122K
Liabilities (Details)
123: R97 Fair Value Measurements - Additional Information HTML 48K
(Details)
124: R98 Earnings Per Share (Details) HTML 66K
125: R99 Stock-Based Compensation - Additional Information HTML 101K
(Details)
126: R100 Stock-Based Compensation - Summary of Restricted HTML 49K
Stock, Stock Grants, Stock Units and Performance
Shares (Details)
127: R101 Stock-Based Compensation - Status of Nonvested HTML 78K
Restricted Stock, Stock Grants, Stock Units and
Performance Shares (Details)
128: R102 Derivative Accounting - Additional Information HTML 56K
(Details)
129: R103 Derivative Accounting - Outstanding Gross Notional HTML 42K
Amounts Outstanding (Details)
130: R104 Derivative Accounting - Gains and Losses from HTML 55K
Derivative Instruments (Details)
131: R105 Derivative Accounting - Derivative Instruments in HTML 97K
the Balance Sheet (Details)
132: R106 Derivative Accounting - Credit Risk and Related HTML 45K
Contingent Features (Details)
133: R107 Other Income and Other Expense (Details) HTML 79K
134: R108 Palo Verde Sale Leaseback Variable Interest HTML 70K
Entities (Details)
135: R109 Palo Verde Sale Leaseback Variable Interest HTML 51K
Entities - Schedule of VIEs (Details)
136: R110 Investments in Nuclear Decommissioning Trusts and HTML 133K
Other Special Use Funds (Details)
137: R111 Changes in Accumulated Other Comprehensive Loss HTML 73K
(Details)
138: R112 SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF HTML 77K
REGISTRANT - Comprehensive Income (Details)
139: R113 SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF HTML 154K
REGISTRANT - Balance Sheets (Details)
140: R114 SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF HTML 117K
REGISTRANT - Cash Flows (Details)
142: XML IDEA XML File -- Filing Summary XML 254K
26: XML XBRL Instance -- pnw-20201231_htm XML 7.07M
141: EXCEL IDEA Workbook of Financial Reports XLSX 234K
22: EX-101.CAL XBRL Calculations -- pnw-20201231_cal XML 507K
23: EX-101.DEF XBRL Definitions -- pnw-20201231_def XML 2.30M
24: EX-101.LAB XBRL Labels -- pnw-20201231_lab XML 3.87M
25: EX-101.PRE XBRL Presentations -- pnw-20201231_pre XML 2.51M
21: EX-101.SCH XBRL Schema -- pnw-20201231 XSD 465K
143: JSON XBRL Instance as JSON Data -- MetaLinks 763± 1.19M
144: ZIP XBRL Zipped Folder -- 0000764622-21-000013-xbrl Zip 1.24M
This Medical Retention Agreement (the "Agreement") is entered into by and between Arizona Public Service Company ("APS") and Maria Lacal ("Employee").
1.Purpose. The purpose of this Agreement is to award a retention incentive
that will be used to obtain medical insurance of the Employee's choice subject to the terms and conditions set forth below.
2.Retention Incentive.
(a)If Employee remains employed by APS through April 30, 2017, then APS shall be obligated to pay to Employee the amount of $260,000 (the "Retention Incentive").
(b)If Employee's employment with APS is involuntarily terminated by APS for Cause, the Retention Incentive will be forfeited. For purposes of this Agreement, the term "Cause" means any act or omission by Employee which could result in disciplinary action by APS against Employee in accordance with the personnel
policies and procedures of APS. The determination of whether "Cause" exists shall be made by APS, in its sole and absolute discretion, in accordance with its personnel policies and procedures.
3.Payment of Retention Incentive. Employee's Retention Incentive will be paid to Employee in a single lump sum payment within 30 days following Employee's Separation from Service unless Employee is a Specified Employee on the date of her Separation from Service. If the Employee is a "Specified Employee" on the date of her Separation from Service, the Retention Incentive shall be paid in a single lump sum cash payment within 30 days following the first day of the seventh month following Employee's Separation from Service. For purposes of this Agreement, the term "Specified Employee" shall have the meaning ascribed
to it in the Pinnacle West Capital Corporation Board of Director Minutes dated October 17, 2007.
4.Continued Health Benefit. Effective upon Employee's Separation from Service for reasons other than Cause, Employee and APS will enter into a "Settlement Agreement" pursuant to Section 3.2(d) of the Pinnacle West Capital Corporation Group Medical Plan (the "Group Medical Plan"). The Settlement Agreement shall entitle Employee to purchase continued health insurance coverage (the "Continuation Coverage") under the Group Medical Plan on the following terms and conditions:
(a)The Continuation Coverage may be continued for Employee and Employee's "Eligible
Dependents," determined as of the day of Employee's Separation from Service and in accordance with the definition of "Eligible Dependents" set forth in the Group Medical Plan. The Continuation Coverage for Employee or Employee's spouse shall end on the date on which Employee or Employee's spouse, as the case may be, becomes eligible to elect to receive Medicare coverage. The Continuation Coverage for any Eligible Dependent other than Employee's spouse shall end on the date as of which the dependent is no longer an "Eligible Dependent" as determined in accordance with the Group Medical Plan.
(b) In
order to receive the Continuation Coverage, Employee (or Employee's Eligible Dependents following Employee's death) must pay the full premium (Employer and participant portions) for the Continuation Coverage.
(c) In order to receive the Continuation Coverage, Employee must elect it on or before the last day of her employment. If Employee does not elect to receive the Continuation Coverage on or before the last day of her employment, she will no longer be eligible to receive it at any time in the future. If Employee elects Continuation Coverage and later chooses to discontinue her participation or the participation by any of her dependents, neither Employee nor her dependents shall be eligible for Continuation Coverage at any time in the future.
(d) The
Continuation Coverage will be subject to the prov1s10ns of Article Four of the Medical Plan, which provides the rules for coordination of benefits. The provisions of this paragraph supersede any contrary provisions in Article Four of the Group Medical Plan as it applies to Employee and Employee's Eligible Dependents.
(e) Employee and Employee's Eligible Dependents shall not be entitled to any benefits other than those provided from time to time under the Group Medical Plan to "Pre-age 65 Retirees" and their eligible dependents. For this purpose, a "Pre-age 65 Retiree" is a retired former employee of APS who is not yet eligible for Medicare coverage and who is then covered by the Group Medical Plan. The Continuation Coverage of Employee and Employee's Eligible Dependents under the Group Medical Plan will be subject to all of the terms and provisions of the Group Medical
Plan, as it may be amended from time to time.
(f) Pursuant to the Patient Protection and Affordable Care Act and the Health Care & Education Affordability Reconciliation Act (collectively, the "Health Care Reform Act"), penalties may be imposed upon an employer that provides discriminatory health care benefits. If APS concludes, in the exercise of its discretion and based upon the advice of legal or other counsel, that the Continuation Coverage provided to Employee pursuant to this Section will subject APS to any fines, taxes, or penalties pursuant to the Health Care Reform Act or any other applicable state or federal law, rules or regulations, APS reserves the right to immediately discontinue the Continuation Coverage and the payment or provision of any benefits that result in the imposition of such fines, taxes, or penalties.
In such event, APS shall have no obligation to replace the benefit or compensate Employee for lost coverage.
(g) Employee acknowledges that APS has reserved the right to amend or terminate the Group Medical Plan both before and after Employee's Separation from Service. Any such amendments will apply to Employee and Employee's Eligible Dependents and the Continuation Coverage to which Employee and Employee's Eligible Dependents are entitled. If APS amends or terminates the Group Medical Plan or the retiree medical coverage provided pursuant to the Group Medical Plan, the Continuation Coverage available to Employee and Employee's Eligible Dependents will be amended or terminated as well.
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(h) Any
reference in this Agreement to any particular provision of the Group Medical Plan will be deemed to also refer to the corresponding provision of any amended, restated or any replacement plan.
5. Confidentiality. Employee shall hold the existence and terms of this Agreement in confidence. Employee shall not publicly or privately discuss or disclose the nature or content of this Agreement. However, Employee may disclose the terms of this Agreement if required by federal or state law, and Employee may disclose the terms of this Agreement to Employee's accountant, attorney, consultant and spouse. In addition, APS and Employee may disclose this Agreement as necessary to enforce its provisions.
6. Reporting to Federal
and State Agencies. Nothing in this Agreement shall be construed to prohibit Employee from reporting or disclosing any suspected instance of illegal activity of any nature, any nuclear safety concerns, any workplace safety concerns, or any public safety concerns to the Nuclear Regulatory Commission ("NRC"), the United States Department of Labor ("DOL"), or any other federal, state, or local government agency or court. This Agreement shall not be construed to prohibit Employee from providing information to the NRC, DOL, Equal Employment Opportunity Commission, United States Securities and Exchange Commission, Occupational Safety and Health Administration, or Arizona Division of Occupational Safety and Health, or testifying in any civil or criminal proceedings, even if such information or testimony being provided relates to the claims or matters covered by this Agreement. This Agreement shall not be construed
as a waiver or withdrawal of any safety concerns which Employee has or may have reported to the NRC or DOL, or withdrawal of any participation by Employee in any NRC proceedings. In this regard, the parties to this Agreement understand that this Agreement shall be interpreted in a manner consistent with 10 CFR § 50.7(f). Notwithstanding anything to the contrary in this paragraph, Employee hereby waives and releases any right to receive any relief as a result of the Employee's participation in any investigation or proceeding of the NRC, DOL, or any federal, state, or local government agency or court.
7. Law. The prov1s1ons of this Agreement shall be construed and interpreted according to the laws of the State of Arizona to the extent not preempted by Federal law.
8. Severability.
If any provision of this Agreement is held to be invalid, the remaining provisions shall remain in full force and effect.
9. Entire Agreement. APS and Employee acknowledge and agree that this Agreement constitute the entire agreement between APS and Employee with respect to the subject matter hereof.
10. Amendments. This Agreement may not be modified, altered or changed except by a written agreement signed by APS and Employee.
11. Withholding.
The Retention Incentive, if any, is subject to reduction in order to comply with applicable federal, state and local tax withholding requirements and shall be reflected on Employee's Form W-2 for the year in which it is paid.
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12. Section 409A Compliance. Certain payments and benefits provided by this Agreement may be subject to the requirements of Section 409A of the Internal Revenue Code of 1986, as amended (the "Code").
(a) Separation
from Service. Notwithstanding anything in this Agreement to the contrary, no payment shall be made pursuant to Section 2 prior to Employee's Separation from Service. For purposes of this Agreement, the term "Separation from Service" shall have the meaning ascribed to it in Treasury Regulation Section 1.409A l(h).
(b) No Elections; No Acceleration. Employee may not elect to receive cash or any other allowance in lieu of any benefits provided by this Agreement. Employee does not have any right to make any election regarding the time or form of any payment due under this Agreement. Under no circumstances may the time or schedule of any payment made or benefit provided pursuant to this Agreement be accelerated or subject to a further deferral except as otherwise permitted or required pursuant to the regulations
and other guidance issued pursuant to Section 409A.
(c) Compliant Operation. This Agreement shall be operated in compliance with Section 409A or an exception thereto and each provision of this Agreement shall be interpreted, to the extent possible, to comply with Section 409A or qualify for an exception thereto. Nevertheless, APS cannot, and does not, guarantee any particular tax effect or treatment of the amounts due under this Agreement. Except for APS' responsibility to withhold applicable income and employment taxes from compensation paid or provided to Employee, APS will not be responsible for the payment of any applicable taxes on compensation paid or provided to Employee.
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IN
WITNESS WHEREOF, APS and Employee have executed this Agreement on the dates set forth below.
