美国电力美股招股说明书(2025-11-25版)

This prospectus supplement and the accompanying prospectus relate to the offer and sale from time to time of shares of our commonstock, having an aggregate offering price of up to $3,500,000,000 through Barclays Capital Inc. (“Barclays”), BofA Securities, Inc. (“BofASecurities”), Citigroup Global Markets Inc. (“Citigroup”), J.P. Morgan Securities LLC (“J.P. Morgan”), Mizuho Securities USA LLC(“Mizuho”), MUFG Securities Americas Inc. (“MUFG”), Scotia Capital (USA) Inc. (“Scotiabank”) and Wells Fargo Securities, LLC (“WellsFargo”) as our agents under an at-the-market distribution agreement. We refer to Barclays, BofA Securities, Citigroup, J.P. Morgan, Mizuho,MUFG, Scotiabank and Wells Fargo collectively as the sales agents. The distribution agreement provides that, in addition to the issuance andsale of common stock by us through the sales agents acting as sales agents or directly to the sales agents acting as principals, we also mayenter into forward sale agreements, between us and affiliates of each of Barclays, BofA Securities, Citigroup, J.P. Morgan, Mizuho, MUFG,Scotiabank or Wells Fargo. We refer to these affiliated entities, when acting in such capacity, as forward purchasers. In connection with eachsuch forward sale agreement, the relevant forward purchaser will, at our request, borrow from third parties and, through the relevant salesagent, sell a number of shares of our common stock equal to the number of shares of our common stock that will underlie such forward saleagreement to hedge its exposure under such forward sale agreement. We refer to sales agents, when acting as agents for forward purchasers,as forward sellers. In no event will the aggregate number of shares of our common stock sold through the sales agents, each as an agent for us, We will not initially receive any proceeds from the sale of borrowed shares of our common stock by a forward seller. In the event offull physical settlement of each forward sale agreement (by delivery of our common stock) with the relevant forward purchaser on one ormore dates specified by us on or prior to the maturity date of the relevant forward sale agreement, we expect to receive aggregate cashproceeds equal to the product of the initial forward sale price under such forward sale agreement and the number of shares of our commonstock underlying such forward sale agreement, subject to the price adjustment and other provisions of such forward sale agreement. If,however, we elect to cash settle or net share settle a forward sale agreement, we may not receive any proceeds (in the case of cash settlement) The shares of our common stock will be offered at market prices prevailing at the time of sale in “at the market offerings,” as defined inRule 415 of the Securities Act, including sales made directly on the Nasdaq Global Select Market, the existing trading market for shares ofour common stock, or sales made to or through a market maker or through an electronic communications network or by such other methods,including privately negotiated transactions (including block transactions), as we and any sales agent agree to in writing. We will pay eachsales agent a commission equal to up to 2% of the sales price of all shares of our common stock sold through it as our sales agent under thedistribution agreement. In connection with each forward sale agreement, the relevant forward seller will receive, reflected in a reduced initial Our common stock is listed on the Nasdaq Global Select Market under the symbol “AEP”. The last reported sale price of our commonstock on November 24, 2025 was $122.04 per share. Investing in our common stock involves certain risks. See the Section entitled “Risk Factors” on page S-3 of thisProspectus Supplement for more information. Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or passedupon the accuracy or adequacy of this prospectus supplement or the accompanying prospectus. Any representation to the contrary is a criminaloffense. BofA SecuritiesMUFG BarclaysMizuho CitigroupScotiabank J.P. Morgan Wells Fargo Securities The date of this prospectus supplement is November 25, 2025. We urge you to carefully read this prospectus supplement and the accompanying prospectus, which describe the terms ofthe offering of the common stock, as well as the information incorporated by reference herein and therein, before you makeyour investment decision. You should rely only on the information contained in or incorporated by reference in this prospectussupplement, the accompanying prospectus and any related free writing prospectus required to be filed with the Securities andExchange Commission (“SEC”). We have not, nor have the sales agents, the forward sellers or the forward purchasers,authorized anyone else to provide you with different information. If anyone provides you with different or inconsistentinformation, you should not rely on it. We are not, and the sa