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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) May 27, 2021
AMERICAN ELECTRIC POWER COMPANY, INC.
(Exact Name of Registrant as Specified in Its Charter)
New York 1-3525 13-4922640
(State or Other Jurisdiction of (Commission File Number) (IRS Employer Identification
Incorporation)
No.)
1 Riverside Plaza, Columbus, OH 43215
(Address of Principal Executive Offices) (Zip Code)
(Registrant's Telephone Number, Including Area Code) (614) 716-1000
(Former Name or Former Address, if Changed Since Last Report)

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 (see General Instruction A.2. below):
☐ 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(s) Name of each exchange on which registered
Common Stock, $6.50 par value AEP The NASDAQ Stock Market LLC
6.125% Corporate Units AEPPL The NASDAQ Stock Market LLC
6.125% Corporate Units AEPPZ The NASDAQ Stock Market LLC
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.
□






Item 5.02.    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
     
On May 31, 2021, the Company entered into a general severance, stock award and release of all claims agreement with Brian X. Tierney pursuant to which the Company will provide a lump sum cash severance benefit of $619,000 due to the elimination of his position and separation from service, effective July 1, 2021. This is the maximum severance benefit allowed under the AEP General Severance Plan for 2021. In addition, the Company agreed to deliver a number of shares determined by dividing $640,000 by the closing price of our shares on NASDAQ on July 1, 2021. These shares will be granted under AEP's Long-Term Incentive Plan and will be subject to a one year holding requirement. These discretionary awards are in recognition of Mr. Tierney’s performance during his employment with the Company . The agreement also releases the Company from all claims that Mr. Tierney may lawfully release and affirms certain non-solicitation, confidentiality and cooperation stipulations with Mr. Tierney.


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SIGNATURE

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


AMERICAN ELECTRIC POWER COMPANY, INC.
By: /s/ David C. House
Name: David C. House
Title: Assistant Secretary

June 1, 2021