NorthWestern Energy Group Inc 2024年度报告

(Mark One)☐ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the fiscal year ended December 31, 2024 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes x No o Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No x Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file suchreports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for shorter period that theregistrant was required to submit such files). Yes x No o Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smallerreporting company, or an emerging growth company.See the definitions of “large accelerated filer,” “accelerated filer”,“smaller reporting company”, and "emerging growth company" in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transitionperiod for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of theExchange Act. Yes o No o Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.7262(b)) by the registered public accounting firm that prepared or issued its audit report.x If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements ofthe registrant included in the filing reflect the correction of an error to the previously issued financial statements. o Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis ofincentive-based compensation received by any of the registrant's executive officers during the relevant recovery periodpursuant to§240.10D-1(b). o Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☐Nox The aggregate market value of the voting and non-voting common stock held by nonaffiliates of the registrant was$3,069,877,808 computed using the last sales price of $50.08 per share of the registrant’s common stock on June 30, 2024,the last business day of the registrant’s most recently completed second fiscal quarter. As of February 7, 2025, 61,328,041 shares of the registrant’s common stock, par value $0.01 per share, were outstanding. Documents Incorporated by ReferenceCertain sections of our Proxy Statement for the 2025 Annual Meeting of Shareholders are incorporated by reference into Part III of this Form10-K INDEX Item 6[Reserved]39Item 7Management’s Discussion and Analysis of Financial Condition and Results ofOperations40Item 7AQuantitative and Qualitative Disclosures About Market Risk63Item 8Financial Statements and Supplementary Data63Item 9Changes In and Disagreements With Accountants on Accounting and FinancialDisclosure64Item 9AControls and Procedures64Item 9BOther Information64Item 9CDisclosure Regarding Foreign Jurisdictions that Prevent Inspections64 Part IIIItem 10Directors, Executive Officers and Corporate Governance65Item 11Executive Compensation65Item 12Security Ownership of Certain Beneficial Owners and Management and RelatedStockholder Matters65Item 13Certain Relationships and Related Transactions, and Director Independence65Item 14Principal Accountant Fees and Services65 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS On one or more occasions, we may make statements in this Annual Report on Form 10-K regardingour assumptions, projections, expectations, targets, intentions or beliefs about future events. Allstatements other than statements of historical facts, included or incorporated by reference in this AnnualReport, relating to our current expectations of future financial performance, continued growth, changes ineconomic conditions or capital markets and changes in customer usage patterns and preferences areforward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section21E of the Securities Exchange Act of 1934. Words or phrases such as “anticipates," “may," “will," “should," “believes," “estimates," “expects,"“intends," “plans," “predicts," “projects," “targets," “will likely result," “will continue" or similar expressionsidentify forward-lo