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PPL Corp — Capital/Financing Update 2025
Aug 5, 2025
30176_rns_2025-08-05_96383ac0-71a5-45e7-b79a-a8f3b49c6824.zip
Capital/Financing Update
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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): August 4, 2025
| Commission File Number | Registrant; State of Incorporation; Address and Telephone Number | IRS Employer Identification No. |
|---|---|---|
| 1-11459 | PPL Corporation (Exact name of Registrant as specified in its charter) Pennsylvania 645 Hamilton Street Allentown , PA 18101 (610) 774-5151 | 23-2758192 |
| 1-2893 | Louisville Gas and Electric Company (Exact name of Registrant as specified in its charter) Kentucky 820 West Broadway Louisville , KY 40202 (502) 627-2000 | 61-0264150 |
| 1-3464 | Kentucky Utilities Company (Exact name of Registrant as specified in its charter) Kentucky and Virginia One Quality Street Lexington, KY 40507-1462 (502) 627-2000 | 61-0247570 |
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: | Name of each exchange on which registered |
|---|---|---|
| Common Stock of PPL Corporation | PPL | New York Stock Exchange |
| Junior Subordinated Notes of PPL Capital Funding, Inc. | ||
| 2007 Series A due 2067 | PPL/67 | New York Stock Exchange |
Indicate by a 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).
☐ PPL Corporation
☐ Louisville Gas and Electric Company
☐ Kentucky Utilities 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.
☐ PPL Corporation
☐ Louisville Gas and Electric Company
☐ Kentucky Utilities Company
Section 8 – Other Events
Item 8.01 Other Events
Louisville Gas and Electric Company
On August 4, 2025, Louisville Gas and Electric Company (“LG&E”) entered into an underwriting agreement (the “LG&E Underwriting Agreement”) with BofA Securities, Inc., J.P. Morgan Securities LLC, U.S. Bancorp Investments, Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein, relating to the offering and sale by LG&E of $700 million aggregate principal amount of 5.850% First Mortgage Bonds due 2055 (the “LG&E Bonds”). LG&E expects to issue the LG&E Bonds on or about August 13, 2025. The LG&E Bonds are due August 15, 2055, subject to early redemption. LG&E intends to use the net proceeds from the sale of the LG&E Bonds to repay its $300 million aggregate principal amount 3.300% Series First Mortgage Bonds due October 1, 2025, to repay short-term debt and for other general corporate purposes.
The LG&E Bonds were offered under LG&E’s Registration Statement on Form S-3 on file with the Securities and Exchange Commission (Registration No. 333-277140-02).
A copy of the LG&E Underwriting Agreement is attached as Exhibit 1(a) to this report and incorporated herein by reference.
Kentucky Utilities Company
On August 4, 2025, Kentucky Utilities Company (“KU”) entered into an underwriting agreement (the “KU Underwriting Agreement”) with BofA Securities, Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Scotia Capital (USA) Inc., as representatives of the several underwriters named therein, relating to the offering and sale by KU of $700 million aggregate principal amount of 5.850% First Mortgage Bonds due 2055 (the “KU Bonds”). KU expects to issue the KU Bonds on or about August 13, 2025. The KU Bonds are due August 15, 2055, subject to early redemption. KU intends to use the net proceeds from the sale of the KU Bonds to repay its $250 million aggregate principal amount 3.300% Series First Mortgage Bonds due October 1, 2025, to repay short-term debt and for other general corporate purposes.
The KU Bonds were offered under KU’s Registration Statement on Form S-3 on file with the Securities and Exchange Commission (Registration Statement No. 333-277140-01).
A copy of the KU Underwriting Agreement is attached as Exhibit 1(b) to this report and incorporated herein by reference.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| 1(a) - | Underwriting Agreement, dated August 4, 2025, among Louisville Gas and Electric Company and BofA Securities, Inc., J.P. Morgan Securities LLC, U.S. Bancorp Investments, Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein. |
|---|---|
| 1(b) - | Underwriting Agreement, dated August 4, 2025, among Kentucky Utilities Company and BofA Securities, Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Scotia Capital (USA) Inc., as representatives of the several underwriters named therein. |
| 104 - | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, each Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PPL CORPORATION | |
|---|---|
| By: | /s/ Marlene C. Beers |
| Marlene C. Beers | |
| Vice President and Controller | |
| LOUISVILLE GAS AND ELECTRIC COMPANY | |
| By: | /s/ Christopher M. Garrett |
| Christopher M. Garrett | |
| Vice President-Finance and Accounting | |
| KENTUCKY UTILITIES COMPANY | |
| By: | /s/ Christopher M. Garrett |
| Christopher M. Garrett | |
| Vice President-Finance and Accounting |
Dated: August 5, 2025