ALLETE (ALE) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for May 13, 2025, as a virtual-only event, with shareholders of record as of March 14, 2025, eligible to vote on key proposals.

• Major business items include director elections, advisory say-on-pay, approval of a new long-term incentive plan, amendment to articles for Serial Preferred Stock A, auditor ratification, and other business.

• The Board recommends voting FOR all proposals and nominees.

• Shareholders can vote online, by phone, mail, or during the meeting; broker non-votes and abstentions are addressed per item.

Voting matters and shareholder proposals

• Proposals: elect 10 directors, advisory vote on executive compensation, approve new executive long-term incentive plan, amend articles for Serial Preferred Stock A, ratify PricewaterhouseCoopers as auditor, and other business.

• Shareholder proposals for 2026 are subject to the pending merger; deadlines and requirements are specified.

Board of directors and corporate governance

• Board consists of 10 nominees with diverse backgrounds in leadership, finance, energy, and governance.

• 50% of directors self-identify as women; 20% as Black or African American; 30% have served five years or less.

• All directors except the CEO are independent; committees are fully independent.

• Board committees: Audit, Executive Compensation and Human Capital (ECHC), and Corporate Governance and Nominating (CG).

• Board and committees conduct annual self-evaluations and continuing education.