(Mark One)Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934For the year endedDecember 31, 2024Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934For the transition period from ______________ to ______________Commission File Number1-3548ALLETE, Inc.(Exact name of registrant as specified in its charter)Minnesota41-0418150(State or other jurisdiction of incorporation ororganization)(I.R.S. Employer 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)Securities registered pursuant to Section 12(b) of the Act:Title of each classTrading SymbolName of each exchange on which registeredCommon Stock, without par valueALENew York Stock Exchange Securities registered pursuant to Section 12(g) of the Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.YesNo Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of theAct. YesNoIndicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant wasrequired to file such reports), and (2) has been subject to such filing requirements for the past 90 days.YesNoIndicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).YesNoIndicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting 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. Large Accelerated FilerAccelerated FilerNon-Accelerated FilerSmaller Reporting CompanyEmerging Growth Company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extendedtransition period for complying with any new or revised financial accounting standards provided pursuant to Section13(a) of the Exchange Act.Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financialstatements. 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 recoveryperiod pursuant to §240.10D-1(b).Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YesNoThe aggregate market value of voting stock held by nonaffiliates on June 28, 2024, was $3,591,830,978. Documents Incorporated By Reference Portions of the Proxy Statement for the 2025 Annual Meeting of Shareholders are incorporated by reference in PartIII. Information about our Executive Officers25Item 1A. Risk Factors26Item 1B. Unresolved Staff Comments38Item 1C. Cybersecurity38Item 2. Properties40Item 3. Legal Proceedings40Item 4. Mine Safety Disclosures40Part II40Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters andIssuer Purchases of Equity Securities40Item 6. [Reserved]42Item 7. Management’s Discussion and Analysis of Financial Condition and Resultsof Operations42Overview422024 Compared to 202343Critical Accounting Policies48Outlook50Liquidity and Capital Resources59Capital Requirements62Environmental and Other Matters62Market Risk62Recently Adopted Accounting Standards63Item 7A. Quantitative and Qualitative Disclosures about Market Risk63Item 8. Financial Statements and Supplementary Data64 ALLETE, Inc. 2024 Form 10-K2 Index (Continued) Item 9. Changes in and Disagreements with Accountants on Accounting andFinancial Disclosure64Item 9A. Controls and Procedures64Item 9B. Other Information64Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections64Part III65Item 10. Directors, Executive Officers and Corporate Governance65Item 11. Executive Compensation65Item 12. Security Ownership of Certain Beneficial Owners and Management andRelated Stockhol