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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) - March 11, 2025

ALLETE, Inc.
(Exact name of registrant as specified in its charter)
Minnesota1-354841-0418150
(State or other jurisdiction of(Commission File Number)(IRS Employer
incorporation or organization)Identification No.)

30 West Superior Street
Duluth, Minnesota 55802-2093
(Address of principal executive offices, including zip code)

(218) 279-5000
(Registrant’s telephone number, including area code)



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))
Title of each classTrading symbolName of each exchange on which registered
Common Stock, without par valueALENew York Stock Exchange

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)

                                         Emerging growth 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. ☐



SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT

Item 5.02    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 11, 2025, ALLETE, Inc. (the “Company”) announced that Jeffrey J. Scissons has been named Vice President, Chief Financial Officer and Corporate Treasurer. In this position, Mr. Scissons will serve as the Company’s principal financial officer. Mr. Scissons, age 48, has been with the company since 2013 and has served as Vice President and Corporate Treasurer since September 2024. He also served as ALLETE Corporate Development Officer and ALLETE Clean Energy Strategy Officer from September 2023 to September 2024, ALLETE Clean Energy Chief Financial and Strategy Officer from January 2022 to September 2023, Director of Corporate Development from January 2021 to January 2022 and Assistant Treasurer from January 2017 to January 2021.

Mr. Scissons succeeds Steven W. Morris as Chief Financial Officer. Mr. Morris, who in January 2025 announced his retirement plans, remains the Company’s Senior Vice President. Mr. Morris plans to retire on July 18, 2025.



SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit        Description

104        Cover Page Interactive Data File (embedded within the Inline XBRL document).


Readers are cautioned that forward-looking statements should be read in conjunction with disclosures under the heading: “Forward-Looking Statements” located on page 2 of this Current Report on Form 8-K.
1
ALLETE Form 8-K dated March 11, 2025

Forward-Looking Statements

Statements in this report that are not statements of historical facts are considered “forward-looking” and, accordingly, involve risks and uncertainties that could cause actual results to differ materially from those discussed. Although such forward-looking statements have been made in good faith and are based on reasonable assumptions, there can be no assurance that the expected results will be achieved. Any statements that express, or involve discussions as to, future expectations, risks, beliefs, plans, objectives, assumptions, events, uncertainties, financial performance, or growth strategies (often, but not always, through the use of words or phrases such as “anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans,” “projects,” “likely,” “will continue,” “could,” “may,” “potential,” “target,” “outlook” or words of similar meaning) are not statements of historical facts and may be forward-looking.

In connection with the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, we are providing this cautionary statement to identify important factors that could cause our actual results to differ materially from those indicated in forward-looking statements made by or on behalf of ALLETE in this Current Report on Form 8-K (Form 8-K), in presentations, on our website, in response to questions or otherwise. These statements are qualified in their entirety by reference to, and are accompanied by, the following important factors, in addition to any assumptions and other factors referred to specifically in connection with such forward-looking statements that could cause our actual results to differ materially from those indicated in the forward-looking statements:

•our ability to successfully implement our strategic objectives;
•global and domestic economic conditions affecting us or our customers;
•changes in and compliance with laws and regulations, the direct and indirect effects of new or changes in existing tariffs, or changes in tax rates or policies;
•changes in rates of inflation or availability of key materials and suppliers;
•the outcome of legal and administrative proceedings (whether civil or criminal) and settlements;
•weather conditions, natural disasters and pandemic diseases;
•our ability to access capital markets, bank financing and other financing sources;
•changes in interest rates and the performance of the financial markets;
•project delays or changes in project costs;
•changes in operating expenses and capital expenditures and our ability to raise revenues from our customers;
•the impacts of commodity prices on ALLETE and our customers;
•our ability to attract and retain qualified, skilled and experienced personnel;
•effects of emerging technology;
•war, acts of terrorism and cybersecurity attacks;
•our ability to manage expansion and integrate acquisitions;
•population growth rates and demographic patterns;
•wholesale power market conditions;
•federal and state regulatory and legislative actions that impact regulated utility economics, including our allowed rates of return, capital structure, ability to secure financing, industry and rate structure, acquisition and disposal of assets and facilities, operation and construction of plant facilities and utility infrastructure, recovery of purchased power, capital investments and other expenses, including present or prospective environmental matters;
•effects of competition, including competition for retail and wholesale customers;
•effects of restructuring initiatives in the electric industry;
•the impacts on our businesses of climate change and future regulation to restrict the emissions of greenhouse gases;
•effects of increased deployment of distributed low-carbon electricity generation resources;
•the impacts of laws and regulations related to renewable and distributed generation;
•pricing, availability and transportation of fuel and other commodities and the ability to recover the costs of such commodities;
•our current and potential industrial and municipal customers’ ability to execute announced expansion plans;
•real estate market conditions where our legacy Florida real estate investment is located may deteriorate;
•the success of efforts to realize value from, invest in, and develop new opportunities;








2
ALLETE Form 8-K dated March 11, 2025

Forward-Looking Statements (Continued)

•the risk that Alloy Parent LLC, a Delaware limited liability company which, upon closing, will be jointly owned by a wholly owned subsidiary of Canada Pension Plan Investment Board and affiliates of investment vehicles affiliated with one or more funds, accounts, or other entities managed or advised by Global Infrastructure Management, LLC (“Alloy Parent”) or ALLETE may be unable to obtain governmental and regulatory approvals required for the Merger pursuant to the Agreement and Plan of Merger, dated as of May 5, 2024, by and among ALLETE, Alloy Parent, and Alloy Merger Sub (the “Merger Agreement”), on the terms and subject to the conditions set forth therein, Alloy Merger Sub LLC, a Delaware limited liability company and wholly owned subsidiary of Alloy Parent will merge with and into ALLETE (the “Merger”), with ALLETE continuing as the surviving corporation in the Merger and becoming a subsidiary of Alloy Parent, or that required governmental and regulatory approvals or agreements with other parties interested therein may delay the Merger, may subject the Merger to or impose adverse conditions or costs, or may cause the parties to abandon the Merger;
•the timing and costs incurred to consummate the Merger;
•the occurrence of any event, change or other circumstances that could give rise to the termination of the Merger Agreement or could otherwise cause the failure of the Merger to be consummated on the timeline anticipated; and
•the announcement and pendency of the Merger, during which ALLETE is subject to certain operating restrictions, could have an adverse effect on ALLETE’s businesses, results of operations, financial condition or cash flows.

Additional disclosures regarding factors that could cause our results or performance to differ from those anticipated by this report are discussed in Part I, Item 1A. Risk Factors of ALLETE’s Annual Report on Form 10-K for the year ended December 31, 2024. Any forward-looking statement speaks only as of the date on which such statement is made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which that statement is made or to reflect the occurrence of unanticipated events. New factors emerge from time to time, and it is not possible for management to predict all of these factors, nor can it assess the impact of each of these factors on the businesses of ALLETE or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statement. Readers are urged to carefully review and consider the various disclosures made by ALLETE in this Form 8-K and in other reports filed with the SEC that attempt to identify the risks and uncertainties that may affect ALLETE’s business.







3
ALLETE Form 8-K dated March 11, 2025

SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

ALLETE, Inc.
March 11, 2025/s/ Julie L. Padilla
Julie L. Padilla
Vice President, Chief Legal Officer and Corporate Secretary




4
ALLETE Form 8-K dated March 11, 2025
Exhibit 99


imagea.jpg        
For Release:3/11/2025
Media Contact:Amy Rutledge
Director, Corporate Communications
218-723-7400
arutledge@allete.com








ALLETE names Jeff Scissons chief financial officer

DULUTH, Minn.— ALLETE, Inc. (NYSE: ALE) announced today that ALLETE Vice President and Corporate Treasurer Jeff Scissons has been promoted to chief financial officer. He succeeds Steven W. Morris, who recently announced his plan to retire in July.

Scissons joined the company in 2013 and was promoted to ALLETE vice president and corporate treasurer in 2024 after serving in key strategic roles throughout his tenure. Over a dozen years at ALLETE, he led various strategic initiatives, including the acquisition of New Energy Equity and the divestiture of U.S. Water. He currently leads the transition committee for the acquisition of ALLETE by Canada Pension Plan Investments Board (CPPIB) and Global Infrastructure Fund (GIP).

“Jeff’s financial acumen and his principled, values-based, people-focused leadership have been instrumental in the development and successful execution of ALLETE’s Sustainability-in-Action strategy, and I am excited to work closely with him in this new role,” said ALLETE CEO Bethany Owen. “His strategic approach to challenges and opportunities make him well suited for this role, as ALLETE continues to be a trusted leader in the clean-energy transformation and we advance the acquisition with our partners.”

Scissons joined the company as a financial analyst after 12 years at Northern Asset Management in Duluth doing research and investing in electric and gas utilities. He was named manager – financial planning and analysis in 2015 and assistant treasurer in 2016. In 2022, he accepted the role of ALLETE Clean Energy’s chief financial and strategy officer and expanded his role in October 2023 to corporate development and ALLETE Clean Energy’s strategy officer before being named ALLETE vice president and corporate treasurer in 2024.

“ALLETE is entering a new period of exciting growth opportunities, as we transition to a privately held company. With strong support from our partners CPP and GIP, we are positioned for even greater success and will continue to execute our Sustainability-in-Action strategy at all our businesses,” Scissons said. “For more than a century, our businesses have provided critical services in the regions we serve as well as being premier employers. People are always the foundation of any company’s achievements, and I am honored to work with ALLETE’s talented, collaborative, innovative and hard-working team.”

Scissons graduated from the University of Minnesota Duluth in 2000 with a degree in finance. He also was a captain and academic All-American as a hockey player at UMD.

About ALLETE, Inc.

ALLETE, Inc. is an energy company headquartered in Duluth, Minnesota. In addition to its electric utilities, Minnesota Power and Superior Water, Light and Power of Wisconsin, ALLETE owns ALLETE
ALLETE, Inc. • 30 West Superior Street, Duluth, Minnesota 55802
www.allete.com
Exhibit 99

Clean Energy, based in Duluth, Minnesota; BNI Energy in Bismarck, North Dakota; and New Energy Equity, headquartered in Annapolis, Maryland; and has an 8% equity interest in the American Transmission Co. More information about ALLETE is available at www.allete.com. ALE-CORP

ALLETE calculates and reports carbon emissions based on the GHG Protocol. Details are in ALLETE’s Corporate Sustainability Report.

The statements contained in this release and statements that ALLETE may make orally in connection with this release that are not historical facts, are forward-looking statements. Actual results may differ materially from those projected in the forward-looking statements. These forward-looking statements involve risks and uncertainties and investors are directed to the risks discussed in documents filed by ALLETE with the Securities and Exchange Commission.


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