MGE Energy Notification of Material News

Submission of Matters to a Vote of Security Holders.

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Business Wire, Inc.

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Thursday, May 21, 2020

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Energy, Utilities, Oil, Gas, Articles, Corporate law, Business law, Corporations, Business, Elections, Meetings, Board of directors, Voting, Annual general meeting

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Wisconsin, United States

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Summary

Key Points:

Submission of Matters to a Vote of Security Holders.
MGE Energy's Annual Meeting of Shareholders was held on May 19, 2020.
The results of voting on each of the matters submitted to a vote of security holders during the annual meeting were as follows:
1.
Election of three Class I Directors with terms of office expiring at the 2023 annual meeting of shareholders.

MGE Energy, Inc. (Nasdaq: MGEE) will announce today:

Item 5.07. Submission of Matters to a Vote of Security Holders.

MGE Energy's Annual Meeting of Shareholders was held on May 19, 2020. The results of voting on each of the matters submitted to a vote of security holders during the annual meeting were as follows:

1. Election of three Class I Directors with terms of office expiring at the 2023 annual meeting of shareholders.

	For Votes	Withhold Votes	Broker Non-Votes
James G. Berbee	22,579,071	546,454	5,312,507
Londa J. Dewey	22,665,438	460,087	5,312,507
Thomas R. Stolper	22,620,391	505,134	5,312,507

No votes were cast for any other nominee. The directors continuing in office are:

	Class II Directors		Class III Directors
	Term Expires 2021		Term Expires 2022
	Marcia M. Anderson		Mark D. Bugher
	Jeffrey M. Keebler		F. Curtis Hastings
	Gary J. Wolter		James L. Possin

2. Approval of MGE Energy's 2021 long term incentive plan.

	For Votes		Against Votes		Abstained		Broker Non-Votes
	21,832,774		916,671		376,080		5,312,507

As described in the Proxy Statement, the votes "For" must exceed the votes cast "Against" at the meeting in order to approve the 2021 Long-Term Incentive Plan. Abstentions and broker nonvotes do not have any effect. Below are the percentages of the votes cast either "For" or "Against" approval of MGE Energy's 2021 Long-Term Incentive Plan.

	For		Against
	96%		4%

3. Ratification of selection of PricewaterhouseCoopers LLP to serve as MGE Energy's independent registered public accounting firm for the year 2020.

	For Votes		Against Votes		Abstained		Broker Non-Votes
	27,461,495		796,481		180,056		0

As described in the Proxy Statement, the votes "For" must exceed the votes cast "Against" at the meeting in order to ratify the selection of the auditors. Abstentions do not have any effect. Below are the percentages of the votes cast either "For" or "Against" ratification of PricewaterhouseCoopers LLP for the fiscal year 2020.

	For		Against
	97%		3%

4. Advisory vote on executive compensation as disclosed in the annual meeting proxy statement.

	For Votes		Against Votes		Abstained		Broker Non-Votes
	20,477,980		1,987,925		659,620		5,312,507

As described in the Proxy Statement, the advisory vote on executive compensation is nonbinding, as provided by law. Below are the percentages of the votes cast either "For" or "Against" the advisory vote on executive compensation.

	For		Against
	91%		9%

5. Shareholder proposal relating to nominating an environmental expert to the MGE Energy Board of Directors

	For Votes		Against Votes		Abstained		Broker Non-Votes
	2,531,665		19,779,337		814,523		5,312,507

As described in the Proxy Statement, the nonbinding shareholder proposal must receive the affirmative vote of a majority of the votes cast in order to pass. Abstentions and broker nonvotes do not have any effect. Notwithstanding the shareholder vote on the shareholder proposal, the ultimate adoption of such proposal is at the discretion of our board. Below are the percentages of the votes cast either "For" or "Against" the shareholder proposal.

	For		Against
	11%		89%

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