Minnesota
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1-3548
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41-0418150
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(State or other jurisdiction of
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(Commission File Number)
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(IRS Employer
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incorporation or organization)
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Identification No.)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of each class
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Trading symbol
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Name of each exchange on which registered
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Common Stock, without par value
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ALE
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New York Stock Exchange
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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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(b)(c)
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On January 30, 2020, the Board of Directors (the “Board”) of ALLETE, Inc. (“ALLETE” or the “Company”) elected Bethany M. Owen as Chief Executive Officer of the Company effective February 3, 2020, as part of its leadership succession process, after Alan R. Hodnik, Chairman and Chief Executive Officer of the Company, informed the Board on January 30, 2020 that he will retire as Chief Executive Officer effective February 3, 2020. Consistent with succession planning designed to achieve an orderly leadership transition, Mr. Hodnik will continue as ALLETE’s Executive Chairman effective upon Ms. Owen’s succession as Chief Executive Officer. Mr. Hodnik will retire from the Company and the Board following ALLETE’s 2021 annual meeting of shareholders. When he retires as Executive Chairman and from the Board in 2021, at age 62, Mr. Hodnik will have dedicated forty years’ service to the Company.
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our ability to successfully implement our strategic objectives;
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global and domestic economic conditions affecting us or our customers;
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changes in and compliance with laws and regulations;
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changes in tax rates or policies or in rates of inflation;
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the outcome of legal and administrative proceedings (whether civil or criminal) and settlements;
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weather conditions, natural disasters and pandemic diseases;
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our ability to access capital markets, bank financing and other financing sources;
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changes in interest rates and the performance of the financial markets;
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project delays or changes in project costs;
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changes in operating expenses and capital expenditures and our ability to raise revenues from our customers;
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the impacts of commodity prices on ALLETE and our customers;
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our ability to attract and retain qualified, skilled and experienced personnel;
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effects of emerging technology;
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war, acts of terrorism and cybersecurity attacks;
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our ability to manage expansion and integrate acquisitions;
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population growth rates and demographic patterns;
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wholesale power market conditions;
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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;
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effects of competition, including competition for retail and wholesale customers;
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effects of restructuring initiatives in the electric industry;
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the impacts on our businesses of climate change and future regulation to restrict the emissions of greenhouse gases;
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effects of increased deployment of distributed low-carbon electricity generation resources;
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the impacts of laws and regulations related to renewable and distributed generation;
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pricing, availability and transportation of fuel and other commodities and the ability to recover the costs of such commodities;
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our current and potential industrial and municipal customers’ ability to execute announced expansion plans;
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real estate market conditions where our legacy Florida real estate investment is located may not improve; and
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the success of efforts to realize value from, invest in, and develop new opportunities.
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February 3, 2020
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/s/ Steven W. Morris
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Steven W. Morris
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Vice President, Controller and Chief Accounting Officer
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